Doctor Who: Of Savagery and Insanity
by C00K53Y
Summary: What do you do when you fear something? You put it somewhere where it can't be seen. War brings out the worst in people, but to unleash the worst into war, can only bring chaos. So these people are still locked away, out of sight, out of mind, but what if they were to be unleashed upon the universe. Nothing would be the same again! Expect a new Doctor, and an unforgettable journey.
1. The Last Date With That Face

**Authors Note: ** So here we are. I would like to introduce to you, the second of my major fan fiction projects. This time, on another we beloved franchise, Doctor Who. This is something I've always wanted to do, but never really had the will power to do so. This is something completely different; you really have to be intelligent to write Doctor Who fan fiction. Or to write it at all.

I really do hope you enjoy this. It will be in the format of episodes, as if it was a series, you were watching on the television. Or the internet… as who really watches stuff on TV, right? :P Still, I'm not going to give away anything, just like canon Doctor Who doesn't. You'll just have to read and find out. But trust me; this has been in the planning stages for a long, long time. There's going to be a story to beat all stories behind this. You may not like the ideas I come up with, but you have bloody well better like how I'm going to lead up to the climaxes and the big secrets. I promise, it'll be worth the wait.

Now, to attract readers I suppose I should give you something to look forward to. Expect the return of beloved characters. Expect a new Doctor, who will have you quaking in your boots, and wanting to dive through your computer screen to hug him at the same time. Expect brand new villains, and a few of our infamous favourites. Overall expect a good story, and not just a load of fluff.

Now, I don't want to keep you for much longer, but I do have to explain the placement of this story. This happens pretty much straight after 'The Angels Take Manhattan'. I'm not a patient guy, I'm not going to wait for Oswin to come and end before I write. So to me, Oswin's only appearance is in the Asylum of the Daleks. She will never be seen again. Matt Smith's Doctor, is coming to the end of his life, even though he doesn't know it. But first, he has a date with a very special person, something he's promised for a long time. This chapter is going to be partly made up of a Doctor Who short 'Last Night'. Watch it, along with the 4 others that came with it. It's worth it. All will make sense soon enough.

But for now, I leave you to dive into my world, my universe. One I have built up from a well beloved story, and am now bringing it to you. I hope you enjoy.

**Doctor Who: Of Savagery and Insanity**

**Episode 0: Last Date With That Face **

_Where: The TARDIS_

_When: Unknown_

_Who: The Doctor and River Song_

"So, where are we going this time? These dates of ours are always… interesting." River inquired as the Doctor tried to keep her away from the monitor, moving his body in front of hers as she tried to peer around. "You've been promising Darillium for a long time, when are we going there sweetie?"

The Doctor continued to run around the TARDIS in silence.

"What's wrong?" River asked. "You know I always know when there's something wrong…"

"Where are we now River?" The Doctor urged.

"I don't know, you won't tell me…"

"No… What do you know; do I know more than you do?"

"Oh…" She answered. "Well I've been pardoned from Stormcage, and… I know about Manhattan, so really, at this point I think I know more than you do. Some rich guy has even hired me… Something to do with taking him into a library."

The Doctor's greatest fears had been realised. This was it. He did have a long time really, but how much longer could he drag this out for. He hated long goodbyes, he hated goodbyes all together.

Doing what he did best, he hid all the pain behind his signature smile.

"Come on, those towers aren't going to be there forever." He said, as he ironically sent the TARDIS into the future. His grin didn't fool her, but she knew there was no point persisting on the subject. She'd just move away from it, as the Doctor always did.

"I'll go get dressed then." She said with a kiss, and her usual provocative walk.

The Doctor remained at the TARDIS console, and stared into centre crystal.

"This could very well be it…" He said to himself, as a minute tear dropped onto his cheek.

The Doctor wiped the tear away, and checked his wild uncontrolled brown hair in the model plaque, as he always did. With a quick leap, he was away from the console, and stood against one of the railings, where his dinner suit hung over.

He quickly stripped his normal brown tweed jacket, and the rest of his normal get up, and quickly put on the black dinner suit, looking like it belonged in the 1800's, which was most probably where he had stolen it from.

With another quick motion, he was back at the console, fully dressed, checking his bow tie and hair once again. With a flick of his wrist, his black top completed the look, and River walked up the stairs towards him.

"I haven't seen you wear that in a while." River commented.

"And I thought you'd never wear that?" The Doctor added, as he looked at her in that tight fitting, dark olive green, and sparkling dress he had picked out for her, a long time ago. For all the reasons that weren't the innocent ones.

"I thought I'd spoil you." She said with smile with emphasis on the 'spoil', as the Doctor cracked a smile of his own.

The Doctor ran around the TARDIS as he brought it down in what he thought was Darillium.

He slowly waked over to her, and grabbed her hand, and just as slow led her to the door, which as a gentleman, opened it, and let her experience what truly was the wonders of the Singing Towers of Darillium.

But, as ever, they weren't quite there.

"Is this it?" River asked. "I thought there'd be more?" She added as she looked around the normal Victorian London.

"Well that just ruined everything…" He mumbled to himself. Before it hit him.

Years ago, he had run into himself, the night of his last date, and the night of his first, first with River anyway.

"Come on." He said aloud. "I think we need to go see someone first…"

River held his hand tight as he led her around the streets of Victorian London.

Before he intentionally let go.

"Go back; I just want to check something. Then, we're going straight to Darillium."

"And about time too." She said with a laugh. "Wait Doctor, do you remember the way back?"

With a laugh, he gave her the directions to get back, intentionally sending her to the wrong TARDIS, making sure things turned out exactly as they should.

There he just sat his back against the wall of the nearest house. Tears falling down his face, he really couldn't do this. He had already had to say goodbye, so many times. Since Manhattan, he had travelled a bit, just trying to help as many people as he could, that stopped the pain for a short time. But, the loneliness that hit him every time he opened the TARDIS doors was enough to break anyone. He had already stopped four alien invasions, resorted to taking down a Sontaran battle fleet, and made sure diplomatic talks went smoothly, which they didn't, but he didn't complain.

Now he needed someone. So he went to River's door step and dragged her out on a date.

She would never complain, so there wasn't a problem now.

The Doctor clambered to his feet, and slowly walked towards the other TARDIS, where his younger self was 'parked'.

Pushing open the door, he said "No! River, wrong TARDIS. I'm parked 'round the back…" Of course his younger self immediately went to the point at anything strange, and both Doctor's ended up with their grins bigger than their faces. Even if one was fake.

"Younger version." The older Doctor declared.

"Two of you…" River commented bewildered. "The mind races does it not."

"Come on…" The older Doctor said, as he moved closer to her, trying to snap her out of her fantasies "We'll be late."

"He's taking me to the Singing Towers of Darillium." River told the Doctor's younger self, as she turned around to walk way. "He's been promising for ages."

Both Doctor's grins disappeared, as River disappeared behind the doors.

Silence momentarily hit the two Timelords.

"The first time we met her, at the Library, where she…" The younger Doctor began to ask.

"Died… Yes." The older Doctor finished, as he bit his lip in the pain.

"She said the last time she saw us was at Darillium… Is that now?" The younger Doctor asked.

With a small, fake smile. The older Doctor answered, "Spoilers."

The smile disappeared. "Good luck tonight." The older Doctor finished, remembering the joys of having multiple River's wandering around his TARDIS, believing he was cheating on them.

"You too…" The younger Doctor said, no smiles were caught at this moment. No fake smile could contain the pain.

"Yeah…" The Doctor said, containing the tears, as he spun around to leave.

He heard the footsteps of the younger River coming his way. You could almost say it was like seeing your younger brother and his girlfriend. You could only be jealous of how simple things were, and how much they were about to have. That was how our Doctor felt now.

0oOo0

_Where: The Singing Towers of Darillium._

_When: Unknown. _

_Who: The Doctor and River. _

The first thing that hit them both as they walked out of the TARDIS door was the sound. The singing of the towers, as the wind hit them emitting just the right frequency. That perfect sound, to start a perfect ending. The sound it was like the singing of angels, a perfect melody. The towers, those manmade structures, stretched high into the sky. Each a different shape from the one next to it. They reached far into the distance, a gift to not only the ears but the eyes as well. As they glowed on the planet's surface in the moonlight.

It was far too dark to give an exact description of where they were. They were both two focused on the beautiful sound that echoed around the planet, and the beautiful people that stood before them.

Obviously, they stood there in only each other's company. They stood there close, embracing the love they both felt for each other.

Some could say their love was set in time before either knew each other. But, that was lie, they really did adore each other, no questions asked. This moment proved that, and the only way to even imagine it, would be to know what it felt.

But the Doctor's sadness still remained.

"Doctor, tell me what's wrong?" She asked him.

He smiled, and placed a kiss on her lips.

As he pulled away, sometime later, he answered.

"Spoilers…"

Once again they both kept silent, admiring each other and the sound around them.

"River… I have something for you." The Doctor said, as he reached into his pocket.

He pulled out a small device, a small sonic screwdriver.

What was remaining of the one he had used in his tenth incarnation, but he had spent the time to make it perfect. So that she would remain safe, until the library.

"Your screwdriver?" She asked. "No… I've never seen this one…"

The Doctor smiled. "I want you to keep this on you, at all times. Use the red settings, and the dampers, it'll save you in many sticky situations."

She kissed him on the cheek and picked it up, admiring it.

It wasn't very stylish, but she really didn't care. He was giving her something, which he rarely gave anyone else. Not only that he gave her his screwdriver, not a new one, no it was his.

"Thank you."

The Doctor smiled again, holding back the tears.

"One last thing…" He began. "Before we sit here for the rest of the night in silence, I… I just want to tell you one thing."

Into her ears, in merely a whisper, he told her the age old question. The question that was etched into space and time. Something that would never be answered, and only ever be told once.

She wanted to gasp; in all of space and time, only she knew his name.

And just as the Doctor had promised, they did sit there until the sun rose on Darillium, where the towers finally stopped singing as the wind came to a halt.

As they both slowly made their way to the TARDIS, sadness gained a hold of the Doctor once again.

"I'll see you soon then." She said with yet another smile. "Take care of yourself sweetie."

"How do you know you'll see me soon?" He asked worriedly.

"Not me, but an earlier me… But, spoilers, the greatest spoilers of all Doctor. I'm sorry, but that bow tie is going soon… and when it does, you know the real storm is coming."

"What do you mean River?"

"I'm sorry, but you made me promise not to say…"

The Doctor just nodded, understanding completely.

Yet another future version of himself had been with River. That meant, he still had some time with her.

That was all that mattered right now.

As for her, he knew the end was coming soon.

"River…" He began.

"Yes?"

"How long is it until you go off to this Library?"

"Well, what do you want? The linear answer?" She mocked.

The Doctor scoffed, that was his usual response.

"Do me one thing then, don't go to library straight away… There's nothing going on there, just a few idiots wanting to look at old books…" He begged, obviously lying.

"Sure…" She said concerned.

The pair finally made it back to the TARDIS, and the Doctor clicked his fingers, throwing open the doors without a single touch.

"Since when could you do that?" She asked, impressed.

"I don't know…" He said lying again, immediately reminded of her 'rule one'. The reason he had to lie was because she taught him he could do that, which she had apparently now learnt from seeing him do it. That was the joys of the 'timey wimey stuff'.

On entering the TARDIS, the Doctor was finding it even more difficult to contain the tears.

"What have you got planned for us next time then Doctor?" River asked.

That was the finishing blow. On making it to the console, the Doctor made sure he stayed on the other side of the console to her, stopping her from seeing him like this.

"Oh… I don't know…" He answered, with a sob in his voice.

"That's not like you…" The continued with the mocking, not noticing the damage.

"I'll take you to see something better than what we've had tonight." He said. "Just... As soon as you get back from the… from the Library." Whilst talking, and containing the tears, the Doctor piloted the TARDIS, back to River's temporary accommodation, which she had 'obtained' since she had been pardoned.

"It's a date." She said, as the Doctor clicked his finger once again, throwing open the doors.

"See you soon sweetie." She said, as she walked through the TARDIS doors, for the last time, leaving the Doctor alone once again, with only his thoughts.

As he continued to dart around the TARDIS, hitting controls, a chill swept down the Doctor's back, and to top it off, the TARDIS doors flew open, mid-flight, with no one behind them.

The Doctor quickly looked at them, noticing no one and nothing but space behind them. He slowly made his way over to them, the frightening chill getting stronger as he did so.

When making it to the door, a humanoid shadow shape shot its way across the TARDIS, to the console.

"What are you…?" The Doctor asked, spinning around, more intrigued than scared.

The shadow seemed to just lift its hand, and with an ear shattering laugh, shot a gust of wind at the Doctor from its finger tips, throwing him from his TARDIS.

**End of Episode 0. **

**Authors Note: **Okay, I hope you enjoyed, and I hope I have attracted you attention for this next journey for the Doctor. I know there's a real lack of plot clues in this, but I wanted the main focus to be the last date. Now a few more things I forgot in the first authors note. The plot arc 'Doctor Who?' will not be concluded in this story, I have no idea where Moffat is going so I'm just going to ignore it. For this perhaps you could say that all that was meant by it was by telling River his name, he was condemning her to death. By telling anyone his name, and answering the question, Doctor Who?

But that's it from me today. Thank you for reading, and please, please review. I always get back to you all, and I love reading your comments. Oh, and constructive criticism is appreciated and loved, but trolling is something I don't stand for. Finally, I don't usually write authors notes this long, and from now I on I promise they won't be more than a few lines long.

Thanks again.


	2. The Clock Strikes Twelve Part 1

**Authors Note:** Welcome back. From now on each 'episode' will be split into parts. They will not be as short as 'Episode 0', and will probably span 3-5 chapters. Like your normal series we will have 13 episodes, and maybe one or two more should I find it difficult to fit it all in. That gives us… 39-75 possible chapters. If you're not interested in reading that many, this is where we say our goodbyes. If you are, then welcome aboard.

In the wise, wise words of a brilliant man. Allons – y!

**Episode 1: The Clock Strikes Twelve. Part 1. **

The Doctor, still conscious, and very much alive, floated through the endless void of empty space, as he watched his TARDIS shoot away from him, as it was piloted by a faceless shadow.

Talk about kicking a man whilst he was down. He had just left his last date with the woman he loved, and spent the entire night holding back the tears, so he would not ruin it. Then he was told there was something coming, a 'storm' of sorts.

Now to push the knife in further, he had to watch as some unknown being flew his TARDIS away from him, as he only expected his own death.

0oOo0

_When:5248 AD (Earth Time)_

_Where: Aboard an Earth Colony Ship._

_Who: The Doctor and Kurt Heger._

Things like this never went so simply. Then again, the Doctor never wanted it any other way.

The Doctor opened his eyes in the middle of a medical bay on a human colony ship. Just a plain white room, with beds lined up against the wall and a vast array of medical equipment surrounding them.

"What is it with hospitals and white paint?" The Doctor muttered under his breath, that, of course, being the thing he would pick up on first.

The Doctor looked around; trying to pick up on anything he could have missed, but the question on how he survived still puzzled him.

"Timelord, correct?" A voice asked him.

The Doctor focussed on the other side of the room. There sat a middle aged man, who looked a lot like he had during his ninth regeneration - not that it was him, that's just illogical, whole timey-wimey-end-of-the-universe problems end up with that - but their taste in clothing and haircuts were very similar. He sat on the bed opposite, his legs crossed.

"And you are?" The Doctor asked.

"Name or species?"

The Doctor shrugged, throwing off the duvet that lay on top of him. "Either… Both…"

"The name's Kurt. Kurt Heger. I'm human, but I guess you know that, and I'm _your_ doctor." The Doctor laughed at that.

"Nice to meet you Kurt, I'm _the _Doctor."

"The Doctor that is famous and at the same time infamous across the stars? Your story is well known to us humans." Kurt commented.

The Doctor smiled, he still had a name for himself. "The very same." He answered with a smug smile. "Now Kurt, how did I get here? And where exactly is here? All I know is it's a human colony ship, and it's some time in the year five thousand…"

"You're as good as they say." Kurt complimented. "But, you're aboard what's remaining of the colony ship. Our engineers turned it into a scrap collection. Lots of ships get taken down around these parts, gives us plenty of materials to take down to the surface, and use to build up our cities."

"Brilliant!" The Doctor said with enthusiasm. "But, how did I get here?"

"This ship has a force field and a pretty wide one, we use it for…"

"Collecting the scrap materials by hand." The Doctor finished.

"Exactly. We were picking up a rare ship outside, with life forms inside. The force field can be filled with oxygen, so we hit that up and sent out some of our people and got you. Next thing I know you are on my ward and I'm treating you for a heavy blow to the chest – what hit you?"

"I don't know..." He answered. "Whatever it was it took my ship."

"The ship was headed for nothing, just empty space, then it stopped and just disappeared" The Doctor's hearts dropped, and he jumped to his feet, before noticing he was in those terrible clothes that hospitals always put you in. "Your clothes are on the back of the chair." Kurt added, indicating to the chair beside the Doctor's bed.

Kurt uncrossed his legs and climbed to his feet. "I'll wait outside." He said. "Come out once you're ready, and we'll see if we can find this ship of yours."

The Doctor quickly got dressed, spent twice as much time making sure his raggedy hair was right, and straightening his bow-tie, that still ended up wonky and after he was happy with his appearance he left the ward.

"I hate to say Doctor, but we've had our best on it and no one can find your ship. It has literally disappeared." Kurt said, as the Doctor walked through the doors.

"Where are your radars? Let me take a look." He demanded, a great sense of urgency in his voice.

Kurt nodded, and pointed towards the door a few feet away. "Up that way. There's a lift that'll take you straight to the control room." The Doctor nodded and ran towards the lift, not even thanking Kurt, nor looking backing for a second.

On entering the control room he blanked out everyone and pushed one man sitting at the radar away. He pulled out his sonic screwdriver just as quickly, in order to tune the radar to his TARDIS' signal. Thankfully, the TARDIS hadn't moved, but it was being hidden.

"Where are we exactly?" The Doctor asked.

"We're not completely sure." Kurt said as he exited the lift. "We were on ice for many years. It's an unmapped region of space."

The Doctor looked around. "Anyone got anything?" he asked, not receiving an answer. "Okay…" He began, before he was cut off by a young woman behind him.

"Explorers on the surface said they found plaques from a different civilisation, some unreadable language." She meekly said.

"Show me!" He shouted, only then picking up his surroundings. He was in a large room, like every other control room. It had many large computers in its centre, and a few smaller ones on the sides that were accompanied by windows that looked out onto the void that was space. The woman that had answered him was sitting in the middle of the room, and quickly brought up a hologram of the plaque.

"Gallifreyan…" The Doctor mumbled.

"What?" Was the carried response around the room.

"Well it's the name of the planet. For you all it would translate to… Iapetus V..."

"Does that mean anything to you Doctor?" Kurt asked, to get no reply. "Doctor?" He asked, trying again.

"Four planets lined up exactly. Empty planets made to hide the true monstrosity of number one." He mumbled.

"What?" Kurt asked.

"The planet you have made your new home on is part of a set of five. Four placed exactly to hide the fifth. It's a planet sized perception filter. It's there, but you can't see it. No wonder there's so many wrecks here, the planet itself is bringing them down. It has defences to stop anyone from accessing it, or anyone leaving…"

"Leaving?" Kurt asked.

"Yes. It's a Timelord prison. The most insane, the most blood thirsty, the most powerful, even the most brilliant, were all thrown in there. We... They decided to leave them there during the Time War, leave them locked up. Towards the end of the war questions were asked about unleashing them on the universe to help the war effort, but that notion was swept aside. A plan was devised to destroy the planet in the event of the fall of Gallifrey, I guess we... They never got that far."

"What? Are there other Timelords down there? Isn't that a good thing? Surely you could reintegrate them and help them? There's hope for your race yet!" Kurt suggested.

"The High Council tried many times; but some could never be brought back into _normal society_ due to them being born with 'special abilities', but some were just too insane to ever do anything but kill and destroy. They thought about giving them citizen rights on Gallifrey, without the ability to leave but even that was too dangerous. These are the worst of the worst! They are so bad, so terrible, we didn't want their help in ending a war that seemed endless!"

"Then we stay away from there. There's no need to even go close." Kurt said.

"But my TARDIS!" The Doctor said anger evident in his voice.

"But you said yourself Doctor, there's no chance of getting close. The defences will blow us to shreds." A new man said. He sat at the front of the control room, and stared out of the large glass window that looked out upon a world they were about to land on.

"And you are?" The Doctor asked.

"The Captain of this ship."

"I see. Now Captain, answer me this, what's so special about you? That watch on your wrist, it has been stuck at twelve since I walked in this room and the fact that you can pilot your ship through these defences, without even being able to see them it's miraculous. Not only that, I haven't introduced myself to anyone but Kurt here, so who are you?" The captain began to laugh. "Oh and let's not forget, you're missing a shadow."

"The mad man missing his box is still on the ball." The captain complimented.

"I try." The Doctor responded, lifting his sonic screwdriver and taking a general reading. "Well you're definitely not human." He concluded. "Well, scrap that. You're human, but not quite. It's funny. I was always told nightmarish stories of some of the Timelords who were locked up on Iapetus I. One of them could even project his shadow into any other shadow, and then by removing their shadow, could take control." The Doctor laughed. "Wow that was a mouthful."

The guards standing around the room stood completely still, not knowing whether to lift their weapons and even if they did they wouldn't even be sure who to point them at.

"So Doctor, the last remaining _free_ Timelord! Did you know they discussed throwing you down here with us? Many times actually!"

The Doctor laughed once again. "Oh I know. Why do you think I never stopped running? There were always rumours."

"Oh, you truly are interesting Doctor. The true insane Timelord, whose power comes from his insanity! You were born with it, whilst you fought against and tried to fix another! Why did you never want to fix yourself? Was it because you wanted the power that came with it? Or something else?"

"I may be insane, but I never used it to harm anyone who didn't deserve it and don't you dare bring _him_ into this!" He shouted, almost snapping.

"Who are you to say who deserved it, and who doesn't? To make such a decision is the mind of a powerful man and only powerful men only seek more power! The Master is just as bad as you or I; just he had a reason." The entire room just stood, frozen, staring at the two Timelords battle it out with words. No one dare move. Even the Doctor and this new Lord stood still.

"I'm so sorry." The Doctor mumbled to himself.

"For what and to whom?"

"To the fallen Captain, wherever he may be." The Doctor said as he lifted the sonic screwdriver. "You've done just what I thought you would - we Timelords have one true weakness, we like to talk a lot! Buying time to do this!" The Doctor pressed his thumb against the screwdriver and the Captain let out a horrifying scream, as the shadow that was possessing him was pushed from his body and the Captains body itself was thrown through the window of the ship and it made its decent towards the planet below.

"What did you do?" Kurt asked, as the emergency shutters came over the window.

"I tuned the screwdriver to the man's brainwaves. They had been changed due to the possession, so all I had to do was give him a shock and boom, he leaves the body. Unfortunately for your Captain it was too much and killed him, like it would any human."

"You're meant to be a Doctor!" Kurt shouted, as he backed away towards the lift.

"I am, but I had to stop him from hurting you and the crew..."

"You truly are insane, how can you justify ending someone's life just because they annoyed you?!"

"He's not dead, just removed." The Doctor added.

"I meant our Captain! But that's even worse; you just killed a man to get another away from you!" He was right. The Doctor had just killed an innocent man, something was changing inside of him. He took a moment, just a single moment in his thoughts.

As the Doctor finally left the solidarity of them, he was faced with the guns of every guard in the room. "Guns… Really?"

"I've studied Timelords! They say you can regenerate when mortally wounded," Kurt pointed out. "So, you can go peacefully to a cell, or we'll put you down, time and time again, until you can't regenerate anymore!"

The Doctor just stood there, completely still, struck by shock. "You can't, if you kill me, my regeneration energy will blow this ship apart, and kill everyone and thing within it!"

"Don't lie!" One of the guards shouted.

"I'm not!" The Doctor shouted, almost a plea. "When a Timelord regenerates, the worse they were in life... It's reflected in how powerful the regeneration energy is, and in this life I haven't been able to be good!" The pilots finally put the ship down on the ground and the Doctor began to plan his escape. He once again began fiddling with the sonic screwdriver behind his back.

"Go peacefully Doctor, please." Kurt pleaded.

"No! If the TARDIS is down there I need to get it back before they all escape, no matter the cost!" The Doctor pushed down on the screwdriver again, and an ear shattering sound echoed around, knocking out the guards. The Doctor made his way over the unconscious humans around him.

"If I can disable the perception filter I'll have a better chance of piloting through the planets defences," The Doctor said to himself. "The Timelords must have left a way of disabling it on the planets, as a last resort."

He continued to mumble to himself as he left the ship, climbing through its large doors, and stepping out into the bright day of the desert world that was Iapetus V.

**Authors Note:** And so part 1 of Episode 1 has come to a close. I do hope you enjoyed, and I hope you have already picked up on the overall plot for this 'series'. :D Other than that, I don't think I have anything else to say. So thanks for reading, and please rate and/or rev


	3. The Clock Strikes Twelve Part 2

**Authors Note: **Hello again, and welcome back. I guess I don't really have much to say, which is a surprise, as I usually have a lot… Hmm… I guess all I can say is, I hope you enjoy, and please review. I'd love to know what you all think. :D Thank you.

**Episode 1: The Clock Strikes Twelve Part 2**

_When: 5248 AD (Earth Time) _

_Where: Iapetus V_

_Who: The Doctor_

The hot sandy desert of Iapetus V was void of any other life but the human race and the Doctor. In the actual desert, only the Doctor walked.

He had already made great distance from the human colony ship, but due to the events on-board the pilots had brought it down early. The Doctor was quite some time away from any shelter, or anywhere safe he would be willing to go back to.

He was looking for one place on this entire planet. The planet was about half the size of earth, and the Doctor had to traverse it in hopes of finding the controls for the planetary perception filter that was not only hiding his TARDIS behind a wall of guns, but hiding one of the most dangerous asylums this universe, or any other would ever house.

The planet itself was a wasteland of sand and rock, with the far off sun beating down on it, which made this place inhospitable by any life, other than human of course.

He slowly made his way forwards into the seemingly forever stretching desert, not knowing where to go or how long it would take, but he had no more options.

0oOo0

A few hours later, the Doctor, with nothing but his thoughts, heard the rumbling of engines as transport ships shot over head.

The good news from this was that the Doctor now had somewhere to aim for, the bad news was that they showed no signs of slowing when they did pass, meaning there was still some time to go and the Doctor, in the state he was in, his lonely thoughts would hurt more than walking through the burning heat of this desert.

"_You might be alone. Which you should never be, don't be alone, Doctor.__" _He heard again and againin his head, said by a familiar voice, even though those words were never said.

After some time he arrived at the space port and the entrance to the human colony.

He knew he couldn't spend too much time here, they would be after him, but he could 'borrow' a ship, to get around quicker.

Sneaking through the main gate was the easy bit, there was no one there, and it had to be opened to let the ships and other transports in. However, once he was in the small city, he found himself crouching down behind whatever stack of crates, or fuel tanks he could find.

A few minutes later the Doctor found himself forcing open a large metal door with his sonic screwdriver. He was trying to enter the main control tower, from there he could find a ship that wasn't in use, and give himself clearance to leave.

On paper, it seemed easy.

Due to his obvious presence on the planet, the entire city was on high alert, and as these humans were pretty intelligent, they had covered the control tower and other such points of interest around the city in guards. Not to mention they were armed.

The Doctor took off running down one of the many hallways, just trying to find his way up the different floors until he reached the control room.

Unfortunately, the stairways were blocked by guards, and the Doctor was only a few metres away.

As he stood there, leaning around the corner, he looked down on his sonic screwdriver once again. He could easily knock them out, like he had done on the ship, but it wasn't him. He couldn't just go around doing this.

He peered around the corner again and opened a door that was in clear sight of the guards with his sonic screwdriver, hoping they would be attracted to it.

Luck was finally on his side.

Both guards guarding the stairway lifted their guns, and moved towards the door.

The Doctor, did what he did best, and snuck right past, without hurting anyone.

As he made his way up the stairs he shook his head in disbelief in how stupid some of the humans were.

He was about to climb the last stair case when he saw another pair of guards, standing beside the entrance to the control room hallway.

"Did you hear about that guy?" One guard asked his partner.

"Yeah," he answered. "They say he can't die, and travels the all of space causing chaos."

"I know, they even say he's been up against some of the most feared creatures in the universe, and that they fear him."

"They have every right to…" The other guard said.

"Why do you think he does it?"

"I don't know, no one knows I guess. Maybe he just feels like he's doing well by helping people, when really he's just making things worse. He's probably just selfish, and needs people to praise him for helping them…"

"Or maybe he's just insane."

The guards started to laugh. "Yeah, there's that as well."

The Doctor quietly walked towards them, and when he was right behind he used his screwdriver again, making the door opposite them open revealing some sort of meeting behind them.

"How and why are these doors open!?" Someone, obviously in a place of power shouted.

The Doctor noticed that there was a hologram showing in the centre of a large table, and that hologram, was of a dormant cyber ship that had been brought down to the planet.

How did he know it was dormant? Because from what he could see it was a long distance invasion ship set out amongst the stars to build up, a moving colony of sorts, and to take or destroy all the planets caught up in its net of destruction.

This one was still asleep and by the looks of it, it was warming up - probably due to the stupidity of these humans. After warming up, all it would take would be someone to break the seal and the entire fleet would wake up.

The guards walked over to try and shut the doors, and the Doctor slipped past.

"I could help them… I should help them…" The Doctor said to himself as he came to the control room door.

The Doctor opened the door, and was thankful the room was empty for now.

He walked over to the control panel, and checked for any available ships. With luck he was able to find one quickly and found it was close by. With a few keystrokes he gave himself permission to leave, and made his way to the door.

As he stood there, about to leave, he heard the footsteps of someone coming his way.

The Doctor looked around frantically, trying to find a way out.

He was in a small boxed room, with one exit, and a large window that looked out and down upon the fleets of ships below. The only thing that would be even of small use would be some loose wires on the console. They were long, and must have been pulled out to do some work on the inner workings of the console. As well as that, it had a large clock stuck above the door, and like the captains watch aboard the colony ship, it was stuck at twelve.

The Doctor jumped up and grabbed a hold of the clock. He spun around quickly and threw the clock out the window, smashing the window, and alerting every guard below.

Fearing what he was about to do, he quickly ran behind the console so that he could hide behind it. Another man opened the control room doors, and ran to the window to see what had happened. The Doctor ran behind him, and with one hand pushed his head against the console, knocking him out.

He shook his head, trying to make himself agree with what he was doing and with what he was becoming.

He grabbed a hold of the wires, and tied them tightly and securely around the man's foot, and pushed him from the tower window with regret.

Quickly the Doctor made sure the wires would hold him at both ends, and then took off down the corridor, knowing that the hanging man would buy him some time to get away.

0oOo0

It didn't take long for the Doctor to reach his chosen ship. All he had to do was sneak past some more guards, ducking for cover behind some crates once again along the way. Then arriving at the small transport vessel, popped open the door, and disappeared inside.

Now that he was here, he was ready to take off.

Nothing went wrong for a while then, due to him giving himself clearance he was out of the city without trouble, and explored the planet from the skies, hoping to find some sign of the perception filter controls.

As he searched all he could think about was the damage the Timelords could do if they were unleashed upon the universe, and the fact that they now had _his_ TARDIS. Then there was the problem presented by an entire Cyber fleet about to awoken, and then there was the fact that the humans on this planet weren't exactly his biggest fans.

He had simply walked into a region of space where all three dominant species hated him.

He well and truly was on his own.

The Doctor peered towards the on-board clock trying to find out how long he had been aboard and how long he had been searching. But, just like every other clock on this planet, it too was stuck at twelve.

He lifted his sonic screwdriver and pointed it towards it, it shattered, blocking the time from view.

"Go away!" He shouted.

0oOo0

It was some time later before the Doctor saw anything of importance.

But when he did, it was more than important.

Sticking out of the desert was an enormous tower, made of a strange black reflective metal. It was a pyramid shape, but was far taller than the pyramids found on Earth, while its base was about the same size as its earth made counterparts.

The Doctor began to bring the ship down, before noticing a large human expedition team standing by what they thought was the entrance into the pyramid.

The Doctor however had no plans of actually landing the ship.

Quickly turning around, he ran to the back of the ship and grabbed a fall pack (which was basically a bag with a parachute, and some other bits of equipment to fall through and from space), and then ran back to the control panel to make sure the ship was aiming for exactly what he wanted it to.

"Please move…" He said, as he made his way towards the doors.

Throwing them open, he jumped.

Falling through the warm skies of this world he watched, as the ship he had stood on moments ago, came crashing down against the tower, leaving a huge crater in its side.

Thankfully everyone focused more on the pyramid coming down, rather than the man falling from the sky.

Touching down, the Doctor took off doing what he did best, running. As soon as he touched the floor, he unclipped the parachute and stole the nearest land vehicle, which was some kind of bike, carrying some archaeological tools.

Before the humans had even organised themselves and realised what had happened, the Doctor had already taken off into the desert, and back towards the city and ultimately the space port.

0oOo0

After some time in the desert, the Doctor arrived back at the space port.

Leaving the bike at the entrance, he entered the same way he had done before, but something was very different. The buzzing noise of the city and its people was no longer there, and was only replaced by utter silence.

Seeing no point in hiding the Doctor made his way through the streets, fearing that he already knew what had happened.

Entering the control tower once again, he looked down on the world below. There was no sign of any life, and it was the middle of the day.

Rewiring the very console he had damaged before he left, he brought up the security footage, seeing the metal faces he knew all too well.

The Doctor only watched as the Cybermen dragged off every single human to yet another crashed ship further out in the desert. He knew what this led to.

He had two options. Run to save them, or run to his TARDIS. Both led to him fighting incredibly strong enemies, but his choice was only made in judging who would do the most damage to the things and the people he truly loved.

The Doctor ignored the Cybermen, and found yet another ship in order to leave Iapetus V and to enter Iapetus I or better off known as the Asylum of the Timelords.

0oOo0

_Where: In Orbit of Iapetus I_

_When: Not long after previous events. _

_Who: The Doctor and Prisoner #4587_

The Doctor began his decent into the world below. It hadn't taken long to reach Iapetus I now that he could see it, and in what he thought was destroying the tower, the defences were easily seen. It was merely avoiding the lines of sight of many cannons positioned all around the planet.

About the mid-point of his decent, he realised there was an incoming call.

Worriedly he answered.

"Turn back now Doctor…" Was the first thing to be said.

"My TARDIS is here." The Doctor snapped.

"Chasing your TARDIS will just bring about your death Doctor."

"I want to make sure no one on this planet escapes. You won't make me leave the key to your escape down there!"

"Doctor… Answer me this Doctor, why would I want you to leave, if I wanted to escape?"

"Because you're afraid I'll reach the TARDIS before you do."

"Wrong…" The caller answered. "I do not wish to leave this world. In fact I wish to do nothing, but I've seen my future, and yours Doctor. That is the curse that I was born with, that ended in me being brought here…"

"Who are you?" The Doctor demanded.

"We are stripped of names once we are placed in this prison. I was the last to be left here. I am number 4587. I was once the warden of this place, but what you have to understand is this Doctor, this place was never an Asylum. It was always a prison, and anyone that was special, was thrown in here for breaking the laws of the Timelords. I was once asked to watch over them, it was my job, but I hid my own secret. The ability to not only feel how the universe works at all times like other Timelords, but also to know the futures, the past, and the present of anyone and everyone, simultaneously."

"But there are a never ending amount of possible futures…" The Doctor added.

"You'd think so, but everything ends eventually Doctor. There are many, don't get me wrong, and I've seen them all. That's why I was imprisoned here. I foresaw the Timewar, and its result. In warning the Timelords, they believed I had gone insane, saying that it was the effect of the prison. This place is a prison Doctor, but being here too long, drives one mad!"

"Then meet me on the surface?" The Doctor asked. "Prove that you are who you say you are, and prove your abilities, and if what you say is true, we shall both leave the planet together, with the TARDIS."

The Doctor reached over to end the call, but the new Timelord still had one thing left to say.

"If only it was that easy Doctor. In coming here, you have narrowed down the results of your future greatly. All will end Doctor. All will end soon."

The call was ended, and the Doctor was presented with the incoming land of Iapetus I. A planet completely made of the very black metal he had seen on the planet he had just left.

He looked over to one of the monitors, and saw a message left for him by 4587.

_The Black Drums_

_The drums will call them back,_

_Seeing those return whose hearts are black._

_Although his blue box may falter_

_His sacrifice will be made on the greatest alter;_

_Now for the most dangerous game,_

_For the Lord with no name._

The Doctor looked down upon the metal world once again, and saw the twelfth hour of his life approaching very soon.

**Authors Note: **So… What a happy ending. :L Yes a few things to finish. The poems that appear in this story (and there will be many more) are written by a wonderful friend of mine, who if he gives me a name to put down, you really should check out any of his other work, should he continue with it. As well as that… I can't remember, so bugger. So, I do hope you enjoyed, and please review. :D Thanks for reading and until next time.


	4. The Clock Strikes Twelve Part 3

**Authors Note: **So here we go again. I think I'll end up with four parts to this 'Episode', not quite sure though. Depends how much fits into 2500 words this chapter, but I expect to have another 5000 words… if not a few more. Other than that I don't think I have any other news... Oh wait yes I do. Those that know me know that I have a Kingdom Hearts fan fiction as well. If you are a fan of either this, or the KH one, do not be disheartened when one seems to get more chapters posted more regularly. It's whatever I get inspiration for gets written. Both will be finished, neither will be left in the ever increasing pile of uncompleted fan fictions. That is my promise to you. :D Other than that, I hope you enjoy this chapter.

**Episode 1: The Clock Strikes Twelve Part 3**

_When: 5248 AD_

_Where: Iapetus I (The Home of The Most Terrible Living Timelords)_

_Who: The Doctor and Prisoner #4587_

The Doctor landed the transport ship safely onto the black metal of the planet's surface. It was surely a metal, as just touching down on it made a horrible screech sound, and as the Doctor took his first steps on the planet, it sounded like he was walking on the top of a planet sized machine. This of course was not far off the truth.

The Doctor did wonder about the Asylum of the Dalek's at this point. How similar were these two places? And did the Dalek's just copy the Timelords here? Both races must have had their 'undesirables', for the Timelords it was the people that could bring down planets, or all of time and space itself, should they get the chance.

Right now the Doctor wouldn't have minded being back at the Dalek Asylum. He could deal with Dalek's, especially those that didn't work right. Timelords on the other hand, especially ones that could throw him against the wall without lifting a finger, or possess other creatures to do the throwing were something new completely, something frightening and something so completely terrible.

The dark metal of the planet's surface was not flat at all. It reached into the sky in places or made what seemed to be a crater in others. There was however no one on the surface, apart from the Doctor - at least for now.

There was still one important question that had to be answered, where was his TARDIS? Could it have been taken below? Well of course it could have, but would it have been?

The Doctor's best bet for now was finding the Timelord that had contacted him just a few minutes earlier. He seemed to know a lot, so it was only right that the Doctor found him and learnt what he knew.

Not knowing where he was going on this metal wasteland the Doctor just began to walk, aiming for what seemed to be a mountain of the metal that reached high into the sky.

0oOo0

It wasn't long before the Doctor began to find himself walking upwards. It had not taken long to reach the edge of the mountain, but now that he was here, he wasn't sure where to go next.

But he didn't need to think long, as in only stopping for a second, he found himself falling into the prison below, a second later.

This prison, or Asylum as it may have been called (not for what they did here, but for how most Timelords that came here, ended up insane) was completely empty at first sight. It almost seemed as if you would walk through nothingness in walking its halls.

"You made it Doctor." Came the voice of Prisoner 4587.

The Doctor looked around once again, now finally on solid ground.

"How? Where?" The Doctor asked, not sure what to think.

"It would have been easier if you had stood still on the planet's surface. I have to lock onto you to bring you down here."

"Okay. So I'm in the prison, and I guess…"

"You're going to have to come to me." The prisoner finished. "I made my way back to my old warden office once the security failed."

"And everyone else? And how did it fail!? I thought it's meant to be impossible!"

"Everyone else is wandering. That's why it looks this way. When they are out in the halls light leaves this place completely, and the halls move! As for how it failed, I believe someone has intervened. Exactly how, I am unsure."

"So you brought me into a place with bloodthirsty Timelords and you… Oh whatever, where's my TARDIS?" The Doctor asked impatiently.

"The TARDIS materialised in one of the cells, and as soon as it materialised, every Timelord began making their way there. To split them up, the halls moved and in doing so made me lose the TARDIS. But I do know where all the other prisoners are, so where they're heading is your best bet."

The Doctor was getting even more impatient with every word that he heard.

"So I'll need to come find you to find out where they're heading, right?"

"No, but you can't leave until you do get me out of here. This isn't an intercom you're hearing; it's the prisons telepathic link. Not sure how it works, but it does. Through that I can send you directions."

"Good, good start!"

"I'm also going to send you some equipment." He said quickly.

Suddenly the Doctor heard a bundle of equipment hit the ground in front of him.

"Did you get it?" 4587 asked.

"Yes." The Doctor answered bluntly.

He reached to the ground and picked up the items. A small leather like material covered book, what seemed to be a torch, and a cold metal handle, a handle to what, was the next question.

"A book? The torch I get, but what's this other thing?"

"The book… Well I wrote it. It has your future written in it Doctor… Written in riddles so that nothing becomes set in stone, and not only that, the writing will only appear when you are in the right place and time for it to do so. Use it how you wish."

The Doctor didn't know what to think about this one, but the he didn't need to look at it, so he would only do so rarely.

If he would only kept that promise to himself.

"As for the other thing…" 4587 continued. "This place is dangerous Doctor. You have to arm yourself, and sonic tech doesn't work down here, no matter if it's a sonic probe or a sonic screwdriver."

"So you're giving me a weapon?" The Doctor clarified. "You clearly don't know who I am."

"I know you've lifted weapons many times before now, when the need arises. And trust me Doctor, the need has never been greater. The weapon is old Gallifreyan tech, a sword. I guess you would have seen it in some ceremony's back in the days of Gallifrey. But it will cut through anything, going to an atomic level. They were removed from use due to the material being so finite. It was needed for more important things. But a few swords still remain. I have two more up here with me, and that's all I've managed to find. I know there's a few more around here…"

The Doctor fell silent.

He clicked the torch like object and the hallway lit up in a flurry of lights. It bounced around the hallways within a certain range and then returned to the small handheld torch like thing. He looked down at the majestic piece of weaponry below him. The hand guard he had touched a few moments ago was covered in beautiful old Gallifreyan writings. The blade was a deep black, with what seemed to be a surging gold going up it. The actual handle was wrapped in a soft and comforting white material. It was truly beautiful craftsman ship, and even though he never wanted to use it, keeping it as a memento of his home was something that appealed to him.

"Thank you…" The Doctor said.

"Wait a second!" 4587 said, before yet another item appeared before him. It was the same material that covered the handle of the sword.

"A sheathe?" The Doctor asked.

"Exactly! Keep it in there, or you may find it cutting through your belt, or anything you may accidently put it against…"

The Doctor nodded, more for himself as he was sure 4587 couldn't see him.

"Anyway Doctor." He began. "Get ready, you're about to head into the belly of the beast. This is the old minimum security level; it's empty now as no one here is minimum. I'm going to send you down to the maximum floors. From there, trust your instincts, I'll be sending the directions straight to your subconscious."

"Thank you. Once I get the TARDIS I'll come get you out of here." The Doctor promised.

"Thank you Doctor. Be careful." He said before the Doctor found himself falling once again and in touching down on solid ground, he found he could not hear 4587 anymore.

0oOo0

It was some time later before the Doctor found himself close to anything important. He was still some way away from his TARDIS, and thanks to this subconscious map, he also knew where every prisoner was.

Unfortunately, there was one coming up.

The Doctor really didn't know what to expect. What this prisoner would be able to do, why he had been thrown here to begin with.

But he was ready. Bringing the light back to him with the torch (something it could also do), and arming himself with his sonic screwdriver, leaving the sword sheathed at his waist.

He slowly made his way forward in the total darkness.

His hearts for some reason were getting louder. They weren't getting faster, but much louder. This wasn't something for Timelords, this was new.

It wasn't his hearts though.

The prisoner who he was approaching was curled up in a ball on the floor, rocking himself back and forth. He was tapping mindlessly with his left hand. Tap, tap, tap, tap. Only for it to repeat, again and again.

The Doctor knelt down beside him, more of a caring expression on his face, should anyone have been able to see it.

"Are you okay?" The Doctor asked.

The Timelord looked up, still tapping.

"I'm the Doctor, I can help you." He said.

"Can you hear it?" He asked.

"The drums. They're so loud!"

"There are no drums. But you should…No, Go back to your cell; I'm sure it'll stop! Tell everyone to go with you if they can hear it too!"

The Timelord tried to disagree, but in trying to argue ended up clenching his head in a terrible unbearable pain. How did the Doctor know it was this bad? It was because he felt it too. He just had to hold himself together, not only for his TARDIS, but so that the monstrosities in the very halls he now stood in, would never leave.

Watching as the Timelord slowly made his way away from the Doctor, and hopefully back to his cell, the Doctor thought back to the map he had in his head.

"There's still so far to go."

0oOo0

The Doctor slowly entered the large circular room, which according to his map, housed his TARDIS.

It was strange, he hadn't seen a single other Timelord since he had told the last to head back to his cell. He was expecting so much more, and like every other story, the fear of this place was highly over-exaggerated.

However, he shouldn't have thought that until he was away from this hellish place.

The Doctor didn't expect to see anyone inside, the map wasn't showing anyone, but something was telling him to be careful.

Whatever it was, it may have saved him.

In front of the TARDIS stood fifteen of the prisoners, each as menacing as those beside them.

"Hello again Doctor." One said. He was bald and had grey coloured eyes. Other than that, there was no way of distinguishing him clearly, as every prisoner wore black clothes, absent of colour, absent of life.

"You are?" The Doctor asked.

"The guy you threw out of a window!" He shouted, as what seemed to be a shadow shot from his body at the Doctor.

The Doctor quickly jumped out the way, only to see the shadow step back inside the man's body.

"Anyway…" The Timelord who was speaking continued. "We've been waiting Doctor. You see we need the TARDIS, and you seem to have the key. Once I brought it here, it locked me out. So… Key!"

"I won't let you leave this place." He mumbled.

"What was that?" The Timelord asked.

"You're not going to leave!" The Doctor shouted.

"Number 1111, kill him!" The Timelord ordered, as another stepped up.

"And what can you do?" The Doctor mocked.

Number 1111 picked just a splinter of the wood from the TARDIS, and threw it at the Doctor, luckily it missed him, but in hitting the wall it left a pretty large crater.

"You missed…" The Doctor continued with the mocking.

"I don't miss. It was warning shot." 1111 said bluntly.

"I said kill him." The first Timelord said.

"Just to make this easier…" The Doctor began. "Do you all have numbers?"

"Yes…" The first answered. "I was the very first to be brought here." He said with a demonic smile. "Making me number 1"

"Okay good start, and the rest of you?"

"Don't delay it Doctor!" Number One demanded. "1111 kill him already."

The Timelord went again to pick a piece of the TARDIS off, but before he could throw it, the Doctor had already removed the light from the room. They all now stood in total darkness.

"Darkness won't hide you, Doctor!" Number One taunted.

"No, but this should hurt you!" He said, as he clicked the sonic screwdriver into the torch. Over charging and over clocking it, it erupted in a brilliant green light, and a blood boiling sound.

The Doctor held his ears tight as he made his way to the TARIDS.

As he did he looked carefully at each of the Timelords, just to make sure if they ever did leave, he would remember their faces, and who hid behind it.

But there was one Timelord, he had a face that the Doctor had never seen. But he seemed so familiar. The feeling the Doctor had reminded him of a lost enemy, even going as far back to say a lost friend.

This person was lost though, he couldn't be back now. It must have been another trick.

So the Doctor forced his way quickly into the TARDIS, slamming the doors behind him, leaving behind the torch and his sonic screwdriver on the ground in the prison. A reasonable price to pay to make sure they would never leave this place. Or so he wished.

He ran to the console, and sent the TARDIS to the warden's office, to keep a promise of rescuing number 4587.

0oOo0

The Doctor stepped out of the TARDIS into the warden's office. It looked pretty much the same as the rest of the prison did the same bland white walls. Although this room had many desks on it, all packed high with books. It had a hologram table in the middle, and a large desk at the far side of the room, where 4587 sat.

"Finally." The Doctor said relived, believing he had won. He looked around a bit, noticing a shadow move quickly past the corner of his eye.

He hoped he was just being paranoid.

"You made it Doctor."

The Doctor smiled, it may have been fake, and completely forced, but it was still a smile.

"Yeah, it was easy really." He lied.

"I'm glad." He replied, before standing up. "So, I guess we leave now?"

The Doctor nodded. "Yeah, just get your things and we'll…" Before the Doctor could finish his sentence he saw the shadow pass his eye again, and rush into the Timelord that sat in front of him.

"No!" The Doctor shouted, as Number One took control.

"Stupid Doctor. It's not hard for me to grab onto the TARDIS as it leaves… You should have just left! I can only shadow over short distances away from my body." He said with a mocking laughter.

The Doctor went to reach for the blade attached to his back, but decided against it. He wouldn't kill him.

"Go on Doctor! Just run!" Number One shouted.

"You'll never leave this place!" The Doctor replied.

"Don't be so sure."

On the desk beside him, the Doctor saw the other swords 4587 had spoken about. He wouldn't let Number One take them, or use them, so quickly grabbed a hold of them and spun around. He quickly rushed back into his TARDIS once again, and just as before, slammed the door behind him.

Throwing the swords down by the console, he threw many of the different switches and levers on it, wanting nothing else but to leave.

And so he did, arriving back at the last place the TARDIS had been stationary, in orbit of Iapetus V, where the Cybermen were still at large.

The Doctor collapsed onto the steps beside the console, he was truly exhausted.

He looked down at the book he had been given, it was calling to him, his curiosity screaming out.

He threw open the first page.

_Now the twelfth hour comes,__  
__With the life of the eleventh done.__  
__The metal men will fall__  
__Their death causing great toil.__  
__But in the city where the wind blows,__  
__The lone lords true nature may expose._

It was the only thing in the entire book, and it seemed to only be a prologue of sorts, but that would mean the story in this book, was yet to begin.

He jumped to his feet and grabbed the small screen to view what was going on, on the world below. There were Cybermen everywhere, taking control, taking prisoners, fighting against anybody that fought for their humanity.

The screen stopped on the man, Kurt. The Doctor who had been forced to raise arms to save the people he was trying to protect.

The Doctor couldn't leave them all there alone. They would lose so much without him, but if he joined them, he would be the one to lose.

**Authors Note: **So that's that. One part of this 'episode' left. I know this for sure now. :D I don't think I have much to say, so I do hope you enjoyed, and please give me feedback, rate and review please. :D Thank for reading, and I'll see you next time.


	5. The Clock Strikes Twelve Part 4

**Authors Note: **And so we come to the end of this first 'episode'. What do I say? Well nothing, if I said anything more it would ruin it, in fact, just by saying that I may have. Don't think about that one too hard. Whether you get it or not, this is the end of the first chapter and the true beginning of this story. Please oh please review, I must know if you're enjoying, or if there's something you'd like to see improved. :D Thank you so much, and I hope you enjoy.

**Episode 1: The Clock Strikes Twelve Part 4**

_When: 5248 AD_

_Where: Iapetus V_

_Who: The Doctor _

The Doctor brought the TARDIS to a stop as he landed on Iapetus V for the second time in such a small space of time.

He had decided to help, he now had his TARDIS back, and the Timelords were still locked away. Who knows, he could stop two invasions today.

However, a part of him wanted to just turn right around. He knew what was coming, but what sort of man would be you if he would run away from his fate.

He threw open the book once again to check it.

_Now the twelfth hour comes,  
With the life of the eleventh done.  
The metal men will fall  
Their death causing great toil.  
But in the city where the wind blows,  
The lone lords true nature may expose._

After reading it once, he let out a great sigh. Change was coming, and it was here.

He walked over to the TARDIS doors, and after opening them slowly, saw the savage winds, picking up and twirling the sand that covered the planet.

He took his first few steps outside the TARDIS, before he suddenly started to hear the phone ringing, his phone.

Quickly turning around, running inside, and slamming the door behind him, he ran to the phone, anything to keep him away from change.

"Hello?" The Doctor asked, not exactly sure what to expect right now.

"Doctor, is that you?" A boy asked. Well he was more of a man; his voice was certainly deeper than that of a child.

"Yes, who else would it be?" He answered, kind of stressed. "Sorry… Wait this is Luke, how are you?" The Doctor asked.

Nothing was said for a few moments.

"It's Mum, Doctor…"

"What's wrong Luke!?" He asked, waiting on every word, both his hearts beating faster than they ever had.

"She passed away a few weeks ago Doctor. She said she never got to see you again, not since you supposedly died."

Tear were drawn to the Doctor's eyes. He brought his free hand down onto the control panel in an almighty crash.

"We had the will today…" Luke continued. "The only thing she asked of us was that we'd contact you, so that you'd know."

The Doctor didn't know what to say. First Amy and Rory, then River, now Sarah Jane. There was nobody left. Change was coming in so many ways, and for once in his life, he'd be completely alone for that change, with no one to say goodbye to. Everything really was changing.

"I'll be there soon. I just have… somewhere to be first."

"Of… Of course, Doctor."

He put the phone down, believing he couldn't hold back the tears anymore. So many people were gone, and those that were still alive, wouldn't recognise him now.

Trying to wipe the tears away, he pushed himself away from the console, and slowly staggered to the doors once again.

0oOo0

The Doctor had purposely landed close to where the humans were hiding out. It was a small camp, hidden behind a large rocky outcrop. It must have been another archaeologist's site before the Cybermen has shown up. Now it was for whoever was left, and whoever could get away.

Obviously, no one welcomed the Doctor as he just waltzed into the camp.

The guards, even though there were few of them, held him at gun point, as he was led to a large tent, which clearly belonged to whoever was in charge.

"Kurt?" The Doctor asked as he entered.

The inside of the tent was very simple. A few sheets to sleep on, and a desk, where Kurt sat, covered in papers (which was a nice change) and a few pieces of tech. (Not so much of a change).

"Come back to mock us Doctor?" Kurt asked.

The Doctor shook his head. "No I came back to help!" He answered. "But you're in charge?"

"Yes I'm in charge. Everyone else is dead!"

"You say it like it's my fault!" The Doctor shouted, almost as a scream.

"They could have easily followed you here!" Kurt answered.

"That's just pathetic excused. You've awoken something you can't stop! This isn't my fault! I'm here to help, but I'm beginning to wonder why!"

Kurt fell silent. "You're right…" He said in a murmur.

"Now, if I'm going to sort this mess out, I need to know what they've been doing!"

"That's simple. They've been building, and converting." He answered, "Nothing more, nothing less."

The Doctor thought about this for a second.

"Building what?" He finally asked.

"Our engineers think it looks like a giant version of one of them. Only half of it is visible however, the rest of buried under the sand. Whether it's complete or not, we're not sure."

"I faced a Cyber King before, before being quite some time ago. However, this thing is not something to be messed with. With current technology, it's going to be a pain to take down."

"But can we do it?"

"Well… Yes. I need to get inside though. As soon as I'm inside, it's just about taking the power out!"

Kurt stood up from his desk. "Come with me Doctor." He demanded, whist waving his hand for the guards to lower their weapons.

The Doctor followed as instructed and both he and Kurt came to the edge of the rocky outcrop. There the Doctor peered over the edge and saw what he dreaded. A skyscraper sized Cyberman. This was no Cyber King, no, it was larger, stronger. It was a Cyber Titan. It may have been built with the scrap that had been collected on this planet, but it was still a force to be reckoned with.

"I must ask Doctor, what's changed?"

"What do you mean?" The Doctor asked rather aggressively.

"I used to hear stories of the man that would never kill, the man that would use peace before force, and the man that would try and heal before hurt. It's why I wanted to become a Doctor, I wanted to become a Doctor because of you. But now…"

"Once you lose as many people as I have, you won't give anyone a chance." The Doctor answered cutting him off. "Too many times I have lost friends just because I gave my enemies a chance! Too many times have I had to leave someone behind. After a while you just get tired."

"I'm sorry, I never knew…"

"It's fine." He replied.

"But another question Doctor, on the ship you said you hadn't had the chance to be kind, to be good in this life of yours. Why is that? It's so different to what I had heard."

"I had these two friends, the most wonderful friends you could ever have, and their child was taken away from them. Have you heard that old saying, 'Demons Run, when a good man goes to war'?"

Kurt laughed. "Yes." He answered. "I guess you were that good man."

"I was." The Doctor agreed with the wording Kurt had used. "The lengths I went to. I blew an entire Cyber fleet out of the sky. I made the Silurian's lift their guns in war. Every person I could get, I got them to come to me, and brought them to war. You see everything that rests on my conscience, it makes my regeneration more and more violent and I am sorry for so, so much. If I was to regenerate, I could take the Cyber Titan, and every Cyberman linked to it out in an aura of golden light." Without realising, the Doctor had given Kurt an idea.

"Let's hope that doesn't happen for a long time then." Kurt said.

The Doctor nodded.

"If I'm going to get in that thing, I'll need something fast, as well as a way in. From there, you should just hide. I'll try and move it as far away as possible, so when it falls, you lose nothing."

"Thank you Doctor. I'll have everything. But there's one last thing - I'm coming with you."

"I don't take people with me anymore!" The Doctor snapped.

"Too bad, if you want my stuff, you follow my rules and we do this together."

"Fine." He answered rather quickly. "But don't expect to get back in one piece."

"I never did."

0oOo0

Before long Kurt and the Doctor had commandeered a small transport shuttle, and were on their way. Nothing was said on the way there, they were both just simply absorbed by their thoughts.

Finally arriving, the Doctor left the ship in a hovering position, opened the shuttle door and peered down over the edge at half the body of the Cyber Titan.

As if it was fated, the winds on the planet had not eased up, but had become far stronger, and far more damaging.

Kurt walked over beside the Doctor where he could see as well. "There!" He pointed at a part of the Titan. "Just on the neck, a small vent. If we cut into that, we'll be able to enter. From there, it's up to you to find out how to take that thing down."

"If we're going in through the vent, it'll need to be operational". The Doctor pointed out. "Without it up and running, it'll be like a furnace in there. Of course, it being operational won't help much either, but it'll be better."

"Okay. But how do we get this thing going?" Kurt asked.

"Grab your things!" The Doctor ordered.

"Why?"

"Just do it."

Kurt did as he was told and grabbed a small metal cutting device, two drop packs and a small hand gun.

"Bullets won't work…" The Doctor pointed out. "Especially from a gun that old."

"It depends how you use them." Kurt replied, slipping the gun behind his belt.

"Whatever then." He said, not wanting to start an argument again.

Kurt handed the Doctor a drop pack, and they stood beside the door again.

"We need to give it a jump start. If we hit it with a mass amount of power at once, it'll start up, and then it's up to us to fall into the vents."

"Easy." Kurt said sarcastically.

"Exactly."

"How do you plan on giving this thing a jump start?"

"We hook up the ship to the main brain. However, as soon as we do it, we'll have every Cyberman coming our way."

"Good."

"How is that good?" The Doctor asked confused.

"I don't know, I guess it saves us time hunting them down later."

"The Titan acts as a Hive mind once it's operational. If it falls, the _lackey's_ minds fry."

"Not so good then." Kurt corrected himself.

"Still sure you want to come along?" The Doctor asked him.

"Yes, I want to see this."

0oOo0

It hadn't taken the Doctor long to attach the ship to the Titan, and it was even less time until both and Kurt felt it waking at their feet. They both stood on its shoulder, waiting for it to wake up, and for the vents to open.

"How are you going to get this thing further away if it has no legs, Doctor?"

"It has legs." He answered bluntly. "The Cybermen wanted you to think you could attack whilst it was still being built. Make it seem like you had a chance then crush you. They'll do that, crushing the spirit of other races; it's like a drug to them."

"So what, it's just going to stand up and walk the way we want it to."

"Not quite." The Doctor answered.

As he did so, the vents began to start blowing out the hot air, and bringing in the cold, or colder at least. Kurt pulled out the laser cutters, and cut a hole in the vents big enough for both he and the Doctor to get through. They both crouched down and slid into the Titan's main body.

What the Titan looked like inside, was not pretty different to the inside of a normal sized Cyberman. It just seemed to be endless corridors, each with different gravitational set, so you may have found yourself walking vertically up a wall, when it only felt like walking along the flat ground. It saved time, and luckily there were very few Cybermen on the way in. The ones that were around, were easy to slip right past.

Finally, the Doctor came to the main control room, which was also the hive mind.

They came to a large metal door. Not only was it unbreakable, it was locked. The Doctor reached into his pocket, before the realisation hit him that he was no longer in possession of his screwdriver.

"Take cover." The Doctor ordered Kurt, as he began to walk back the way they had come.

"What? Why?" Kurt asked.

"I'm going to get our friends to open this door."

0oOo0

True to his word, in no time at all, the Doctor came running back down the hallway towards the door followed by a hoard of Cybermen.

He couldn't see Kurt, but he knew he had to take cover somewhere.

In a split second, he was dragged into a dent in the wall. It was only a small cutting, where Kurt had clearly taken a chunk out.

"Thank you." The Doctor whispered.

"Not a problem." Kurt replied just as quiet.

As he had hoped, the Cybermen opened the door for the Doctor, and he and Kurt slipped inside.

Now things looked different. The whole room was covered in different cyber technology, from weaponry, to possible space travel with the Titan. The Doctor and Kurt took cover behind one of the many consoles, and watched as the Cybermen gave up with their search, and left, closing the door behind them.

Once they were alone, the Doctor made his way to the centre of the room, where many human brains had been hooked up to the computer. A giant memory storage device, used to coordinate an entire fleet of Cybermen.

Just reaching in and touching one of these brains for a millisecond gave the Doctor a small but extremely painful electric shock.

It had an electric field around it, to stop anyone from tampering. He couldn't move it away, there were no controls of that kind, and he certainly couldn't blow this thing up so close to the human camp - it would kill them all.

The thing was Kurt had already made the decision. The Doctor could only listen as Kurt raised his gun, and pointed it in his direction.

"I'm not an evil man Doctor. But if this is going to work, you need to die. If you die here, then every Cyberman goes with you. I don't have to lose anyone else, and you can just regenerate! You can be fine! But I know how this goes; I know you lose your sense of self. So, is there anyone you want me to say goodbye to for you?"

The Doctor kept his eyes on the centre of the room, daring not to turn around and stare down the barrel of the gun.

"I have no one, no one anymore. " He spat.

"Then that's good. But the thing is Doctor, I'm a lousy shot." He said, with almost a chuckle in his voice.

He pulled the trigger.

One shot, then another, then another.

The Doctor staggered backwards into the electric field. In hitting that, he fell to his knees away from it.

Blood gushed from his right shoulder, and the left side of his stomach.

He lifted his left hand a pushed against his shoulder, trying to stop the bleeding.

"Why?" He pleaded.

"The Cybermen, they would have heard the gun shots. They'll be coming this way. All of them!"

"So you bring them to me, so that I'll kill them all for you."

"Exactly." Kurt answered. "I am sorry Doctor, but you set the standard. Kill or be killed. Kill those that annoy you? Isn't that right?"

"No!" The Doctor shouted. "That was different…" He could barely finish what he wanted to say.

"No it wasn't!" Kurt screamed, still holding the gun up. "You killed an innocent man!"

"You don't understand…" The Doctor pleaded, tears beginning to well up in his eyes.

"Good bye Doctor." Kurt said, pulling the trigger once more.

The forth bullet hit the Doctor in his left shoulder. His arms then fell limp to his sides, as an immense pain seared through them, and blood ran from his body like a river.

Kurt turned and fled out the way he had entered, leaving the Doctor there alone, as he could only wait for the Cybermen to arrive.

"Everything I did…" The Doctor said to himself under heavy breaths. "I did it all to help, but look where this has gotten me!"

The pain began to threaten the Doctor's remaining sanity, as he swore he heard an old sweet voice. But no there was more than that there, so many people, calling his name.

If you wanted to get into specifics, it was the adrenaline in the Doctor's brain, reacting with the hive mind he was barely a meter away. It brought up old memories. People he had helped, but more so, people he had hurt.

But at least, those memories could guide him home.

The Doctor lifted his head, as he saw the first of his hallucinations appear. Rose, she knelt down beside him, just smiling. The Doctor felt as if she was holding his hands, but really it was nothing. Rose turned into dust, and Martha appeared, she pressed against his wounds, always playing the Doctor, trying to help. Even if it was just a hallucination, it certainly felt like it helped. She too turned into dust, and Jack appeared standing across the room, with just a salute.

The Doctor tried to smile, but he didn't have the energy to do so. It hurt so much. His entire body fought against him. He could have regenerated then and there, but then he'd kill Kurt. The man who had killed him, he still wanted to give him a chance, a chance to run.

Jack disappeared, and was replaced by Donna. She began with that blank look, that look that said 'do I know you?' but it wasn't long before it disappeared, and was replaced by a heart lifting smile of remembrance. She remembered, and that was enough, even if it was all false. She disappeared and was replaced by her granddad. Wilf, he just saluted, like Jack, and shed a tear for the old man who had once given a life so that he could live. Even in its falseness, the Doctor knew it was true.

Wilf moved on, and Sarah Jane appeared, she just stood there unable to move, unable to comfort him, but in her eyes the Doctor could see more care than he had ever seen.

Things moved on then, the Doctor watched as a young Amelia Pond sat there and stared as she was completely bewildered by this alien man. He tried to reach out to her, but he was too weak. She moved on, and was replaced by her older self, standing alongside Rory. They both looked happy, but at the same time, so sad that their best friend was on the floor, covered in blood, covered in tears.

"Don't go." The Doctor begged.

But they did, they just left him.

River then came walking through the door, spreading the dust of her parents. She crouched down, and simply kissed him. It was unlike any kiss River had ever given before. No, this kiss was one of simply-

"Goodnight…" The hallucination said.

The Doctor closed his eyes, as she too turned to dust.

He could hear the oncoming metal footsteps of his executioners, and saviours. They would put him out of his pain. They had to.

"At least, I'll see her again." The Doctor said, breaking a smile on his face that was filled with pain. "This is change. One last journey, that's what she said."

The Cybermen entered the room, and the Doctor struggled to his feet, getting out of the pool of blood that was beneath him.

"Come on!" He shouted, using the last of his energy. "Finish me!"

"You are the Doctor." One Cyberman said.

"Yes! Yes! I'm the Doctor." He shouted. "Just come on, I won't run, do what you've always wanted to do! Do it now!"

"The Doctor is dying." The same Cyberman said.

"Don't you dare stop now!" He screamed. "Don't you dare show mercy now!"

"Cybermen never show mercy!" Every Cyberman shouted in a joint machine like chorus.

"Then prove it…" The Doctor tried to continue shouting, but his words came out in more of a whimper. He was getting tired, so sleepy. He was bleeding out quicker than expected. "I don't have anything left now! Nothing to say goodbye to, nothing to go home to! Why don't you just kill me?" He asked, almost begging.

"The Doctor will suffer."

Nothing was said for a few moments, as the Doctor just clenched his teeth in an unbearable pain.

"No, the Doctor will watch you burn." He said with a whisper, as he took a single step backwards into the electric field.

As he stood there, an infinite amount of volts shot through his body, killing every cell and starting the process. Infinity even seemed to end, as the electric field failed, and left the Doctor collapsing into the machine.

He looked into the cold eye sockets of the Cyberman straight in front of him, and the Doctor's fear disappeared, only to be replaced by sadness, nothing more than sadness.

He looked down at his hands, as they began to glow that beautiful golden colour. It was such a beautiful sight, to be able to see such a thing. But for those involved, it was such a heart wrenching thing, and now it was the greatest weapon of all.

"I'm ready to go… It's time to let someone else take over." He whispered to himself, as a single tear ran down his cheek. "I hope the next me, will love you as much as I did." He said, clearly talking to someone who he could only wish was close.

The golden light completely enveloped his whole body now, shooting from his hands and face, and then erupting from his entire body. It scattered the metal of every Cyberman on the planet, destroying the Titan he stood in, and even shaking the very planet he stood on.

The Doctor knew very well what was happening. Timelords, they were meant to have a strong conscience. It would stop them from ruining time lines, etc… Some didn't have this, the Master in particular. But those that did, when the unbearable guilt held a Timelord down for what he had done, the regeneration would feel like every atom in his body exploding at the same time, only to rearrange and repeat until he or she paid for what they had done. The Doctor had a lot to pay for, and he was setting off a nuclear explosion every time he did so.

River once said, or she was to say something, "Now and then, every once in a long while, every day in a million days, when the wind stands fair and the Doctor comes to call, everyone lives."

As always she was so right. Since he had arrived, the wind had been becoming strong and stronger, until it too was ripping apart the world below with its sand storm. The wind wasn't fair, it was exactly the opposite. So was the Doctor, he had not come to call, or he could have stopped this straight away, no one would have had to die. Because of him, because he had to put his own priorities in front of that of others, he had caused so many deaths, and this time, he had directly caused them.

All that the Doctor could think of at this point was, maybe it was time to change. Maybe he really was getting too old for this.

In the golden light, the Doctor could see a large group of people, standing there completely unaffected. But the thing was, he knew every single one of them. They had all come to see him go.

They were all smiling, even though the Doctor knew he had messed up so badly. It was like no one resented him for who he had been, and what he had done. It was like everyone had come to say goodbye, and that was true, whether they were there or not, the Doctor felt as if they were, and that was all he needed right now.

It kept going, the lines of people. They were all there. It really did show how much he missed every single one of them dearly. This eruption of energy, and guilt, maybe it wasn't all bad. At least he got to see each one of their faces again, one last time.

All his old friends, they all stood there, his heart ached with the guilt he felt. The guilt had been worn away with time. It was strongest with those he had only recently met. But that wasn't to say he didn't care for everyone.

Everyone disappeared then, leaving him alone in the golden light that bathed him.

He felt the lifting hands of two friends, as Amy and Rory once again stood alongside him, trying to lift him to his feet. He had not even noticed he had fallen.

The Doctor closed his eyes as the pain still crippled him. Amy and Rory, or the hallucinations of them, helped him keep him concentrate on his balance, and then he felt the breath of another, against his lips.

"You're okay." She whispered. "Just open your eyes and you'll be fine. Come on Doctor, open your eyes. It's done. The Eleventh hour is done, change has begun!"

The Doctor opened his eyes suddenly and looked out across the desert landscape. Not a piece of metal survived. Nothing did. The explosion he had caused had wiped everything off the face of the planet, everything but his TARDIS that now stood lonely in the middle of the desert, waiting for him, as a new journey really did begin.

"River…?" He asked, noticing his change of voice, from the childish and hyperactive voice he had, to a more stern and serious, a voice of someone who was not too fought. But just saying that word, he sounded so vulnerable. This was the voice that hid a broken soul behind a man that would never back down.

He was done with this. He was done with hurting people; he was done with getting involved. He looked to the ground where he saw the journal he had been given. He held it close to his chest, and slowly made his way to the TARDIS.

This new man, he walked into the TARDIS, and threw the journal on the console.

He was so tired, so hurt. He tried to stop himself from shaking, but without realising this process was far from over. His hands were still flashing that beautiful gold.

No one Timelord was supposed to release that much energy. It wasn't safe to do such a thing. Unless he could stabilize his own body, his regenerative process would rip him apart.

He reached down to the TARDIs controls, and only watched as the golden light shot into the TARDIS, obliterating a small part of the console, and sending the TARDIS into a spiral off the world, and into the unknown.

Without noticing, the shock had hit the book too, and it flipped open to the next page. The Doctor didn't see it, as all he could think about right now, was how he would physically hold himself together.

_Beware the dread_

_Of the risen dead. _

_For flesh they feed_

_With all your pleads._

_Now call the fool;_

_That Doctor Who. _

_The leaves rest on the ground,_

_Not even making a sound._

_Then comes the sound of new shoes,_

_From the box covered in blue._

**End of Episode 1**

**Authors Note: **And so, say hello to 12. You haven't had a description yet, as for all purposes, he can't hold a face or body together right now. As soon as he can, and you know he will obviously, I'll give you a proper description. Things have changed and the Doctor doesn't want to keep going anymore, but without realising, he's spiralling into a mess, a mess that will change everything. Expect more of River, and a new character that will recur greatly in this story. Also, the bit at the start was more of a tribute to Elizabeth Sladen. I was lucky enough to have it actually affect the chapter and plot as well, but originally it was just meant to be a tribute scene, like with the Brigadier in Who canon. Anyway I do hope you have enjoyed, and I will see you next time.

P.S. Ooops almost forgot. A quick description on the new regenerative process, I think I should do. You see the fact that the Doctor's regenerations keep getting more and more violent is easily visible, even to a child. But we've never been told why. But we do know that the more the Doctor does, the more tired of messing up he gets, and the guiltier he gets. That's the link I'm making. It was either that or the older he gets the more violent it gets. Which would have just made things boring? :L So there we go, I hope this sounds good to you guys and gals. Thanks again. :D


	6. Days of the Dead Part 1

**Authors Note: **So the beginning of 'Episode' 2. We'll see how this goes. What I can tell you is you will know what your new Doctor looks like pretty soon. Other than that I really don't think I have anything to say... Nope nothing at all. So I hope you enjoy, and please rate and review! :D

**Episode 2: Days of the Dead**

**Part 1**

The Doctor clenched his head as he lay on the floor next to the TARDIS console, a surging pain throughout his body. He was cycling through bodies like a slot machine, he had no control and every time he did move to the next, it was gone a second later. As it moved the Doctor was given a shock of pain that could kill anyone, easily.

"What's happening?" He whimpered. He reached up with one hand to the console, and tried to lift himself up. His continually changing body didn't help him keep his balance and just a moment later he was back on the floor. "Come on old girl, help me."

The previously silent TARDIS now flashed into life at his request; ut however didn't sound like a healthy TARDIS. The hit it had received and was still receiving from the Doctor's cycling body had damaged it greatly. "Come on, anywhere, anywhere away from everything!"

The TARDIS shot into space, not travelling in time, but drilling through the very borders of the universe itself. It was damaged and the Doctor was dying. There was no real worry for the safety of the universe at this point, but more so for the safety of them.

Coming through the border the TARDIS returned to a place, that to anyone would be the last place it would want to return. Or maybe that wasn't true, the TARDIS wanted to help the Doctor, but couldn't do anything in the normal confides of the Universe.

The TARDIS landed in the very scrapyard it had found itself some time ago, the very scrapyard where many other TARDIS' had lost their lives. The Doctor needed to expel a lot energy, and this place was now empty of all life.

The Doctor looked up from his curled up position on the floor and stared out the now open doors of the TARDIS. His entire body shaking, he began to drag himself out of the TARDIS, literally having to drag himself as he was unable to stand.

The saddest part of this was he was unable to hold back the energy that was building up in his body. It lashed out and whipped against the walls and other parts of the TARDIS, smashing them into the very light the Doctor kept emitting. He had to get himself out quickly, before he damaged the TARDIS beyond repair.

Almost at the door he tried to push himself to his feet just so he could exit quicker. Gaining his balance, he took a few steps forwards, slowly walking; being unable to move faster than that. He finally touched the doors and pulled himself out. The doors shut behind him as soon as he exited, but unable to see the damage he had caused he kept walking forward just so he could get further away from the TARDIS.

He wanted to get further away, but he couldn't hold it in any more and exploded in a fury of golden light once again. However, this was not a further regeneration but instead a release of the trapped energy that his body still held.

Finally expelling it into the space around the scrapyard, his body finally stopped changing and he collapsed into the dirt and scrap at his feet.

**0oOo0**

The Doctor, eyes still dead locked shut from exhaustion, lay in the scrapyard outside the very universe he came from. He could hear voices; they weren't talking to him, but right next to him.

"Is it ready?" One said. Things were too quiet then, he was too out of it to listen close enough.

"We need a soul to make…" Was the next thing he heard, before there was a rather loud gunshot cutting off the speaker from finishing and snapping the Doctor out of his sleep state.

"There, we have our soul. People like you; you make life easy, now we have access to all of space and time." The Doctor wanted to stand and intervene, but he was weak, tired and wouldn't have any idea what was going on.

"So what, we have a custom made TARDIS? Why don't we just take his?"

"Because it will never willingly work for us, and besides, we don't know where he is."

"He's burnt himself out probably. That's why Timelords shouldn't have a conscience, it ends up killing you." A voice that the Doctor knew all too well said. It was him, the shadow Timelord from the prison, number one. But how did he escape? How did any of them escape?

Everything clicked for the Doctor then. In all his efforts to run he had left 4587 alone. Number one clearly had access to the surface, where he had left his ship. There was still only one question left though. How did they get out of the universe?

It was a question left unanswered, as before he could wake up fully, he found himself back asleep, seemingly forced into it by an unknown power.

**0oOo0**

The Doctor woke up, feeling completely refreshed. His body completely healed, but his mind still so damaged, so hurt. He pushed himself up from the scrap, his strength having finally returned to him.

Looking down upon his clothes he realised everything was in tatters, holes in all places. Really there wasn't really any holes, it was more small bits of fabric clinging onto each other - there was more skin showing than fabric.

He looked up to his TARDIS, even in its blue box state it looked so hurt to him and he had done it to it. "I'm so sorry my dear." He said rubbing his eyes.

He shook his head, realising his new hair now hung over his eyes. "Well look at that." He said. "Looks like we've got something different again." He looked at his hair closer realising it was a deep black colour. Just black, no colour in it at all. He lifted his hand up and felt around it, trying to tell how long it was, how much of it he had, how thick it was, how different it was.

It was about medium length, not longer than ear length on the sides, and he had very little long hair at the back of his head. Short and tidy, with a little bit more of a fringe. He pushed that to the side of his face out of the way, so that he could see clearly. Miraculously, it seemed to stay where it was.

"Well that's that." He said, checking his facial features. "Good, noes, eyes, mouth, and finally the eye brows have returned." He looked down on the rest of his body, finally noticing the lack of clothing. "Okay then, maybe I should get changed."

He looked around him, trying to find the Timelords. "Was that just a dream? A nightmare? Or did it really happen?" He asked himself, before shaking his head. "It's not important right now, if they come to me then I'll deal with them. If not, then it's not my problem. It's time to move and not stop."

The Doctor walked inside his TARDIS and looked around at its damaged console and control room. It looked so hurt, and he felt so bad. Walking to the damaged console, he looked down at the chunk he had taken out of it. "Come on, let's get you somewhere safe. I think it's time you changed as well." He said with such a caring tone that really didn't suit his dark and moody voice.

The TARDIS began to shake violently as it tried to move. It's console had been heavily damaged by the Doctor, it really was having a hard time. "Come on, you can do it." He said, worriedly. "Come on!"

The TARDIS took into space and shot through the borders of the universe once again, shaking greatly as it did so. If it wasn't for the Doctor's usual flying, it would have made him sick.

Finally it reached somewhere. Somewhere it found safe, Earth.

But here, it hadn't been here in a very long time.

The TARDIS flew above San Francisco and as it shook it threw open its doors once again. Almost like it was a running factor, the gravity shifted and the Doctor was thrown out once again.

Falling not far at all he landed in the road, beside the pavement and watched as his TARDIS brought itself down to land somewhere further off in the city. "Oh great, here we go again." He said to himself, not too happy this had happened, again.

He tried to push himself up, realising that the fall had knocked his newly gained body of all its energy. It had worn him out, and considering he had just hung on to dear life inside his own TARDIS, he really didn't have much left.

And of course, it was raining. Throwing down a great amount of water into the brightly lit city. The Doctor just lay there at the side of the street.

He pushed himself up, noticing he had still yet to change and now he was in the middle of a heavily populated city, with clothing that was all but redundant in the state it was. The Doctor, being as stubborn as ever, just began to walk the streets in the direction his TARDIS had gone. Receiving stares and brief comments about his clothes (or lack of them). He ignored the people and just aimed for whatever he could.

By the time night had kicked in he was no better off in finding his TARDIS and he came to realise how alone he truly was here.

**0oOo0**

_**Where:**__ San Francisco, Earth._

_**When: **__January 5__th__ 2013_

_**Who: **__The Doctor and Scarlett Ayers_

The Doctor sat under the cover of one of the shop's porches in the street in which he had stopped his searching in. He felt he was no closer in finding the TARDIS once again and the freezing rain was doing nothing for his already terrible health.

The cold, the tiredness and everything else had added up rather quickly. In the now heavy rain, he could only see blurs of the lights of the city in the night. He curled up into a ball, just trying to keep his body heat. It really was no use though.

Then he heard someone coming, footsteps coming his way. "Hello?" A rather feminine voice asked.

The Doctor looked up, in the dark he could just make out someone, who to him seemed to look a lot like River. She seemed to have a lot of hair, like her, in the small shadows he could see. The more he thought about it the more he thought she even sounded like her.

The woman was then standing above him, lifting him up, and guiding him into the light of safety and warmth, without another word.

**0oOo0**

The Doctor woke up once again. He seemed to be in and out of sleep so much, but that should have been expected in the state he was in. He was sleeping against an old wood fire, its deep black metal shell provided protection and the warmth he needed. Whoever had saved him had made some sort of makeshift bed out of an old sheet and what looked like a camping roll mat.

He didn't complain though, he was glad to be in the warm. He tried to push himself up, realising he still wasn't wearing much. "Oh you're awake." His saviour noticed.

The Doctor turned to look at her, hoping it would be a familiar face. He wasn't so lucky.

The Doctor rubbed his face, just trying to wake himself up a bit more. "Yes, thank you, but who are you?"

"My name's Scarlett." She answered. "Scarlett Ayers."

The Doctor shook his head, just trying to piece things together. "Do you know who I am then?" She shook her head, confusion arising on her face.

"No…" She answered.

"Then why help me? There were plenty of other people on the streets, people who needed help more than me, people who had clearly been there longer..."

"You didn't belong there." Scarlett pointed out.

"Why not?" The Doctor interrogated for absolutely no reason.

"You're wearing the tattered remains of a suit, and a bow tie." She answered. "To me, you seem to have had a bad day."

"You don't know the half of it." He mumbled under his breath. "Well thank you." He said aloud. "But I really should get back to my search."

"It's the middle of the night and what do you mean by search?" She asked him.

"I lost something; it kind of... flew away from me." He answered realising how crazy he sounded.

"What, paper?" She asked inquisitively.

"No, but don't worry." He said, trying to drop her off his tail.

"Well, you're welcome to stay here until you get back on your feet and find what you're looking for." She offered.

"Thanks, but I wouldn't want to intrude."

"You wouldn't be. I like helping people, makes me feel like I'm doing some good for this place." The Doctor smiled at that comment, something he hadn't done in a while. "But clothes!" She pointed out.

"I haven't got any money." He pointed out. "I really can't buy much."

"Go next door, there's plenty of things travellers leave behind." She said. The Doctor stood up and pulled the sheets around him, so that nothing would be showing.

"Where are we anyway?" He asked.

"This is just my bar. Only a small place, but it's on the outskirts of the city. I usually get a whole host of different travellers passing by to rest and refresh. I like meeting new people and there's no worry about making a good impression, as you'll rarely see them again."

He smiled again. "You seem to have everything pretty nice here." He commented.

"Thanks." She said with a rather heart lifting smile. "Now go get some clothes before you catch a chill again."

**0oOo0**

It wasn't long before he had some clothes. Scarlett definitely got some strange passers-by here, as there certainly was a large range of clothing in the backroom. Or the other back room, since he was sleeping in one.

He pulled on some brown suit trousers and a white shirt that was a little baggy around the arms, but it fit pretty well around his chest. He tried on multiple coats, but found nothing fitted. He did however come across a deep, regal purple waist coat. Sliding it on, he looked down himself rather happily.

Being as cold as he was, he grabbed a pair of black gloves that we tight fitting, but warm and looked down on the black scarf below him. He was immediately reminded of his fourth self and smiled as the memories came flooding back. He threw the scarf around his neck. It was warm, thick and came with a slew of happy memories. He couldn't complain.

He then turned around to look into the small mirror behind him. Looking at his new face for the first time he realised he had been pretty lucky this time. His mid length black hair flowed nicely around his face. He had a little bit of hair on his chin that he was rather fond of already. He considered letting it grow out a bit, but that was for another time.

He then looked into his eyes. They had become a shining sky blue, like staring into this travellers very eyes would set you free amongst the skies.

Maybe that was who he was, but now, amongst the smiles of this meeting with Scarlett, he was still this battered old man, a damaged old man that only wanted to get back to his TARDIS, where he could escape and never stop running. Not for anyone. Not for anything. That was who he was now, but this woman's kindness was beginning to break through that no matter how much he fought it.

**0oOo0**

**Authors Note: **So that's that part done, yay! So everyone, meet Twelve and Scarlett, who will play a big part in this story. I mean, I guess when you first met Kurt you thought he may play a big part, but hey he did, it just didn't last long. Anyway, I'm babbling. I will do a description for Scarlett's physical appearance in the story in the next chapter. I wanted to keep this one focusing on the Doctor's new appearance, rather than hit you with multiple character descriptions in one chapter. So I hope you enjoyed, and thanks for reading. Please rate and review! :D


	7. Days of the Dead Part 2

**Authors Note: **So… The next chapter, and as I was taught in Media Studies, the disruption of the peace… Or something like that. I was never too good at it. :L Anyway, on to the chapter. I'm really going to like this chapter for some reason. How do I know? Gut feeling. But when I get these feelings, they're usually spot on. Anyway, Scarlett's character description this chap as promised, as well as some sort of plot development in terms of the chapter. I hope you enjoy, and as always, please rate and review if you have a few minutes to spare. :D

**Episode 2: Days of the Dead Part 2**

_**Where: **__San Francisco, Earth._

_**When: **__January 6__th__ 2013_

_**Who:**__ The Doctor and Scarlett_

The Doctor walked out of the other back room where he had finally gotten changed.

"It's some place you got here." He commented. "And how come there's so many different clothes back there?"

Scarlett turned away from the table she was cleaning. "Wow, you don't look half bad," she complimented him. "But I give a lot of clothes to the homeless. Whenever travellers pass through I ask if they can donate anything." She answered with a cheery smile.

"You humans certainly are something." He commented under his breath, not noticing she had heard him.

"Humans?" She asked. "What does that make you then?"

"Well, what do you think?" He asked quickly. "It's not like aliens exist or anything…"

"You really are new around here aren't you?" Scarlett said. "Everyone knows there's life out there and it's not always peaceful. That's why we have U.N.I.T."

"You seem to know a lot." The Doctor said.

"I like to keep an eye out for things like that."

"I wouldn't. I'd keep away from it, it'll only hurt you. Trust me, it's not a path you want to take." Everything kind of fell quiet then, neither the Doctor nor Scarlett had anything to say.

It was really only at this moment that the Doctor noticed what his saviour really looked like. She was a tall young woman, with very light brown hair and hazel eyes. She had a rather light skin tone and had her long hair straight and flat, so it dropped just below her shoulder line. At this point in time, she was just wearing black trousers and a black top, (obviously getting ready for work).

The Doctor looked around trying to find out how he had mistaken Scarlett for River, before he saw Scarlett's coat resting on the side of the bar. It had a large puffy hood with soft furry edging. That must have been what he has mistaken.

"You know I don't think I ever got your name." Scarlett said, cutting the Doctor from his thoughts.

"John…" He began before stopping himself. "Just call me the Doctor. Everyone else does."

"Strange nickname. Doctor of what?"

The Doctor laughed. "Nothing, everything? I'm not quite sure." He answered. She really didn't know what to make of that, but the Doctor slowly made it to the door. "Thank you, Scarlett. But I had better continue with my search."

"Good luck _Doctor_." She wished. "Oh, if you don't find it by tonight then you're welcome to come back here, if you don't mind sleeping there again." She offered pointing at the make shift bed she had made him.

"Thanks." He said, pushing open the door and entering the bright streets of the day that had come far quicker than he had expected.

**0oOo0**

As quickly as day had come, the night followed it, with no luck for the Doctor. Deciding sleeping out again would not be a good idea, so he began to trace his steps back to Scarlett's bar.

Pushing the door open, he realised there were still people inside. Of course, people usually stayed until the early hours of the morning and the new day was still a few minutes away.

He walked up to the bar and sat down on one of the stools. "No luck?" Scarlett asked caringly, as the Doctor only then realised that she was the one behind the bar. He shook his head.

"Awh, well try again tomorrow. You know I'll even see if I can get you a map too, it'll stop you from crossing over where you've already been." She offered with a grin.

"Thanks." He answered with a smile.

Scarlett dropped behind the bar as she poured the Doctor a drink. "Here." She offered, handing it. "You need to unwind, _Doc_."

The Doctor peered into the drink he had been handed. He stared at the mind numbing, brain damaging, memory killing, think frothy liquid. It was exactly what he needed to forget his worries, This was the start of his new beginning after all.

The Doctor then locked on to the TV up in the corner of the room. It was a rather late night news story.

"_Today in the city of San Francisco U__.__N__.__I__.__T__.__ were spotted carrying out tests. No one has answers on this rather large appearance of their forces; however what we have been told is that all major transportation out of the city has been stopped and permits have to gained for__ all__ smaller transport. As well as this, a member of UNIT's science division__,__ Frank Adams__,__ told the citizens of our city to keep doors, windows, and other such methods of access to their homes locked at all times, and to only leave the safety of their homes when absolutely necessary. He later added that the__re__ is no need to panic, nor to worry at this point in time, but safety precautions must be taken__.__" _

The news report ended and left the Doctor pondering what on Earth was going on.

**0oOo0**

A few hours, and many more drinks later, the Doctor distanced himself from the bar scene and sat off in the corner of the room. The people began to thin out until Scarlett had to send some people home, leaving only her and the Doctor left.

The news report was still on his mind, but he wasn't too worried, or at least he was trying not to be. He didn't help like that anymore. U.N.I.T. are capable, he'd let them handle it. "Do you want some help clearing up?" The Doctor called over from his corner.

"It's fine." Scarlett answered with a smile. "You're really not in much of a state to walk anyway." She added, laughing. "You've had quite a few." The Doctor just laughed.

Little did she know his liver was far better at dealing with the alcohol and his brain was less affected than humans. However, he felt he should at least play the part.

There was then a knock on the door and when Scarlett didn't answer, having decided to close up for the night, they began to knock even louder. That was until a few rather large, and frightening men walked through the door. You couldn't exactly call them the golden boys of the city, more like the complete opposite.

"We'll take a few drinks love!" One bellowed.

"Sorry we're closed, and besides I think you've had enough."

"We weren't asking." One of the other men added. "We're taking some drinks!" He shouted, walking up to Scarlett. In a matter of seconds the Doctor was up on his feet and standing in between her and the rather aggressive man.

"Who's this kid?" One of the other men asked.

"I don't know. But he's asking for it!" The man right in front of the Doctor answered.

"Leave now," The Doctor negotiated. "Let's avoid all of this, shall we?"

"Who do you think you are?" The man in the front asked.

"Nobody." He answered. "I am however not one for seeing young ladies get hurt just because you want a drink."

The man in front went to hit the Doctor, but relying on old memories of his third self he pushed away the man's fist as it came close and went on to wind him with his free hand. As the man before him was stunned, he grabbed his right shoulder with his left hand and pulled him into the bar, before grabbing him again by the scruff of his collar and then pushing him away into the wooden floor. "Hit him then!" The winded man, who was now on the floor, shouted.

The other men walked towards the Doctor, four more of them, not including the man he had just put to the ground. "So what are you going to do now?" One of the other men asked with a smug smile.

The man beside him ran forward and swung for the Doctor's jaw and this time he was too fast and made contact. Rubbing his jaw, the Doctor was ready to block the next few hits thrown at him by the thugs.

Relying on their slower than normal reactions, the Doctor was able to put even more of them to the ground and when they stood back up he repeated the process, but he was getting tired. They clearly fought more than he did. They were landing more hits than he was after a while and he was finding it difficult to keep going.

Scarlett came from the back rooms holding a small metal object. The Doctor hadn't noticed she had left the room, but she had now returned, and was pointing a small metal handgun at the thugs. "Get out!" She shouted, holding the gun steady in her hands.

"Whoa, dear. Calm down, we only wanted a drink but this idiot wanted a fight. Kick him out!"

"Just get out." Scarlett said shaking her head.

Those that were on the floor, pushed themselves up and ran through the door, while the two that were standing, turned on their heels and ran straight out without a second to question it. "Thanks… but really, you have a gun?" He said, disappointedly.

"It's not loaded." She said with a smile. "In fact it's blocked, I'd never fire one."

"A woman after my own heart." The Doctor said with a laugh.

"_Doc_, you're bleeding," She was indicating towards the Doctor's face where he had taken a few hits. There was a few cuts open, there were bleeding down his cheek. "Come sit down, I'll get you cleaned up."

The Doctor did as he was told and went to sit down in his corner where he had been before things had taken off. Scarlett then came over with a wet flannel and a small first aid kit.

He just sat there then as she treated him like a little child and washed away the blood on his face, and made sure it wouldn't keep bleeding. "Thank you." He said.

"No _Doc_, thank you. Who knows what would have happened there. How did you do that when you've had so much to drink?"

The Doctor shook his head in what he was about to say, he wasn't sure but he had made a friend, someone he already trusted. "You know we were talking about aliens earlier," he began.

"Yes?" She asked, rather worriedly.

"Well I'm one. I'm a Time Lord in fact, from the planet Gallifrey. I'm one of the last of my kind and I can travel through time and space with my time machine. That's what I lost."

"Wow." Was all she could say. "But wait, how can I believe you?"

The Doctor took her hand, and placed it on his left heart, and then the right. "Two?" She asked. As Scarlett knelt down beside the Doctor the door to the bar opened again and they both cursed at the fact they had not locked it yet.

"Sorry we're closed!" Scarlett called over.

"I'm not here to drink." Another woman answered , but she was someone the Doctor knew very well.

"River?" The Doctor stuttered out, his mouth open. River turned around the corner of the bar and looked at the newly regenerated Doctor and Scarlett who knelt down in front of him.

"How do you know who I am?" She asked, until it hit her.

"I… I didn't know what to do." The Doctor explained.

"You're not… Are you?" River asked him.

Scarlett backed away slowly, realising how awkward it looked from this new woman's perspective, even more so as she was clearly important to the Doctor.

"It happened again, I couldn't… I couldn't stop it."

River rushed over to him. "What happened?" She asked caringly.

"Cybermen, Timelords, and bullets. So many bullets." He shuddered.

"So it's really you?" She asked again.

The Doctor nodded. "I had to regenerate and it was so violent." He added.

"It's okay now, come on Sweetie, let's get you back to the TARDIS." As River barged past Scarlett she gave her a terrible look of jealously. River grabbed the Doctors' arm, threw it over her shoulder and helped him stand.

"Thank you for helping him," she said to Scarlett. "But we have to go."

"River, the TARDIS it floated away. I damaged it and it threw me out."

"Then we'll find it." She said as she reached the door, helping the Doctor to it.

"I can walk." He added before River laughed.

"Fine." She said, dropping his arm. River pushed open the door and she was shocked to see a rotting human corpse standing on the other side.

"What on earth is _that_?" Scarlett asked as River pulled her gun from her belt.

"The reason I'm here. In human history these few days are known as the Days of the Dead. The days that all science around the universe is blown away, as the dead walk the earth." River answered pointing her gun at the corpse that stood in front of her, unmoving.

"So what, Zombies?" Scarlett asked.

"Human media…" The Doctor tutted disappointedly. "There is no such things as zombies, more like walking dead." The Doctor grabbed the door and slammed it shut. "We're not going out that way."

"You have a back entrance, right?" River asked Scarlett.

"No, the front doors the only exit, it's an old building," she pointed out. "Fire safety wasn't exactly big on their agenda."

"So we're stuck here," River said angrily. "We need to get out there and stop this." She continued.

"River?" The Doctor began.

"Doctor, come on you must know something we can do. I know just hitting that thing with a charged shot isn't going to do anything but knock it down for a few seconds."

"River?" The Doctor tried again.

"Maybe if we get back to the TARDIS we can think of something."

"River!" The Doctor shouted now.

She stopped. "You're rushing into all of this. You're talking so fast and it's because you're worried about me. Trust me I'm fine." He comforted her with his delicate words. "But I don't do this anymore. U.N.I.T. are perfectly capable of doing this without me, let them sort it out and let's just find the TARDIS and leave."

River was beyond surprised. "What happened?" She asked.

"I just, I don't want to do this anymore. I've lost too much."

"I'm still here." She said with a kiss to his cheek. That only made things worse, as the Doctor really wasn't sure as to how much longer that would be true.

"I know, but when I interfere people get hurt. I think it's about time I stopped this. I said I was running away for so long, but really I was running _to_ the danger. Now I think it's time I turned around and ran the other way."

"Really?" River asked, followed by the Doctor nodding. "Then one last question Doctor, you've changed now; new mind, new body, new way of thinking about things and more importantly people. Do you still… I mean do you still love me, like you did?" She asked.

**Authors Note: **That's that. Sorry for the cliffhanger. I just thought it would be a good place to leave it this time. :D :P Sorry. Also sorry for the stereotypes, I'm sure San Francisco isn't actually like that, I just needed it to happen that way, and that was the only thing I could think of. Anyway a part from that, I really don't have much to say. So I do hope you enjoyed and I shall see you next time. If you get the chance and rate and review would be greatly appreciated, thanks. :D


	8. Days of the Dead Part 3

**Authors Note: **Hello, and welcome back. :D Just to start I seem to have started a trend amongst my closest friends. We've all started writing Who fictions, so if you're interested in reading more than one go over to check them out, I can promise you won't be dissatisfied. Their names are LeeXD and Graros on . They are both on my favourite list on my profile, if that's easier. Thank you in advance. Now onto my story, this just continues from the last scene. Sure this chapter is a little different due to the Doctor not wanting to do anything, but I hope you still enjoy. Please rate and review if you have the time. :D

**Episode 2: Days of the Dead. Part 3 **

_**Where:**__ San Francisco, Earth._

_**When:**__ January 6__th__ 2013_

_**Who:**__ The Doctor, River and Scarlett_

"You're rushing into all of this. You're talking so fast and it's because you're worried about me. Trust me I'm fine." He comforted her with his delicate words. "But I don't do this anymore. U.N.I.T. are perfectly capable of doing this without me, let them sort it out and let's just find the TARDIS and leave."

River was beyond surprised. "What happened?" She asked.

"I just, I don't want to do this anymore. I've lost too much."

"I'm still here." She said with a kiss to his cheek. That only made things worse, as the Doctor really wasn't sure as to how much longer that would be true.

"I know, but when I interfere people get hurt. I think it's about time I stopped this. I said I was running away for so long, but really I was running _to_ the danger. Now I think it's time I turned around and ran the other way."

"Really?" River asked, followed by the Doctor nodding. "Then one last question Doctor, you've changed now; new mind, new body, new way of thinking about things and more importantly people. Do you still… I mean do you still love me, like you did?" She asked.

He paused, for much longer than he should have, she took a few steps backwards. The longer he took the further she stepped away. He watched her face change; all the hurt wash over it one moment and then disappear the next as she tried to hide it.

A million thoughts went through his head, overruling everything but his thoughts of her. This was rare, the Doctor never really focused on one thing at once, let alone one person.

"How could I feel the same about any other person again?" He asked her, finally saying a word.

"Nothing has changed. What gave us what we have is what we've done. Sure it's never in the same order," he said with a smile. "But what we've made it through is enough to warrant that, whatever brain I have in my head. I will always feel the same way." That was the first time the Doctor had really shown his change. He had never been this open before, but maybe that was just for River.

He had lost her more than once now; the library, the end of their date on Darillium. The next time would be the day she left for that date, he was sure that would be the last time he'd see her. That was why he wanted to be open with her now, so that he wouldn't lose her any moment before that.

River ran towards him, closing the gap she had made a few moments ago. She embraced him in a hug, like she hadn't seen him since the beginning of time. The Doctor smiled before he backed away. "But that doesn't change the fact that I don't want to fight anymore."

She smiled back at him, "Okay, we'll find the TARIDS and just leave."

"And how are you going to get out?" Scarlett asked. River turned to the door and started scanning it, whilst the Doctor moved towards the windows to check outside.

They both reached the same conclusion.

"There's more outside." River said.

The Doctor nodded. "So we can't just make a break for it."

"Do you think…" River began.

"That they're attracted to heat?" the Doctor finished her question for her. "I would think so." He reached into his pocket for his sonic screwdriver, before realising not only did he not have it, but he didn't even have any inside pockets in this waistcoat.

Scarlett looked at River then back at the Doctor. "So turn the heating off?" She asked.

"Yes," River replied bluntly. Scarlett turned around and sprinted off into one of the back rooms.

"Crack open the windows too." The Doctor said. River nodded, and they both started to open the windows, only a small gap to make sure the walking corpses didn't get any routes in.

**0oOo0**

It wasn't long until all the heat had left the building and the Doctor, River and Scarlett were hidden under as many blankets as possible trying to keep warm, a majority of the corpses were gone, but a few still remained. River and the Doctor were curled up in one corner together, whilst Scarlett was on her own in another.

They were just talking, trying to pass the time.

The Doctor had properly described who he was to Scarlett, much to River's annoyance, and River had explained who she was to the Doctor. She enjoyed that part much more.

After some time River fell asleep on the Doctor's shoulder. He wasn't sure why, she just looked exhausted. Wherever she had just been, it must have been strenuous.

"You never did say," the Doctor began. "What about you? Family? Friends?"

"No family…" She began. "My parents died a few years ago and left me this place. As for friends, I didn't really try and meet that many people after my parents died. Never really felt happy around others."

"This must be painful for you then." The Doctor said, concern evident in his voice. "The dead are walking after all." She nodded.

"Don't think they'll come back and be them." The Doctor added. "Whenever I've seen tech like this usually the dead are brought back to fight and increase their forces. The source makes them attack something in general, usually chosen by someone. On the way, if they spot anything living, they'll kill it and add it to their ranks. They're the ultimate attack force on a battle field."

"You can't kill the dead," he continued. "You have to take out the source, which U.N.I.T. would have already realised and may have even found it already. It would just be a matter of destroying it. Trust me; they're good at what they do."

Scarlett smiled. "It's okay; I know that it won't be them. I kind of already figured that one out."

"You don't need to hide anything behind that smile." The Doctor pointed out. "You can be scared, you can be worried and you can feel anything. You can show anything your feeling and you know what, you shouldn't care about what other people think about you, as I can tell you this, everyone has felt the same at one point in their lives. In fact of all the races that live in the far reaches of this universe, very few of them don't feel like you do. No one can judge you on how you feel, so you should never hide it. The more people that show it, the quicker people can try to help them."

"People like you?" She asked.

"I used to, or I still do if you meet a past me." He said with a small laugh. "But there are still so many others like me, people who will help in an instant. Just when they help, they won't be signing your contract with death." He finished, his tone clearly bitter.

"You've lost people haven't you Doctor?" She asked.

"Too many," he answered. "And they wouldn't have been hurt if they didn't come with me."

"So that's why you don't want to help anymore?" She asked.

"No. Whenever I help, people get involved. People die, or people dream of being able to keep helping the world. When people dream they'll do anything to make it come true. I try not to let people find me, but eventually, if they look well enough they do and they meet my one true companion."

"Who's that?" She asked.

"You don't want to know" He said. "Just after this is done don't follow me, or you will find out."

She nodded, almost understanding. River opened her eyes at that point, Scarlett pushed herself to her feet and walked over to the window, "Morning." He said drawing out the word, and with a kind smile.

"Hello Sweetie." She said back. Scarlett pulled open the blinds on the window. The sun was coming up and the dead had dispersed.

"They're gone." She said. River and the Doctor pushed the blankets off them, the bar was starting to warm up in the day light. "Couldn't we have left the heat on?" Scarlett asked as the Doctor made his way to the window.

"They would have probably broken their way in, using their own bodies too. They can't die, they even have a slow cellular regeneration rate. They could have thrown themselves against the doors until their rotting bodies couldn't take any more, but to have such abilities they'd need to be in a greater volume. You know, power in numbers? It's how these things work, whether it's reanimation technology or something different, the main features work the same. They need a strong volume of people; therefore they have the ability to do so. Kill to recruit. They also need some sort of target, as well as a source from which those orders come. "

"I just asked if the heat could have been left on." Scarlett said laughing.

"He does this," River commented, joining in with the laughter. "In fact this is usually what starts him…"

"It's not starting anything," the Doctor corrected her. "I'm just sorting out my thoughts." It was at that point that Scarlett turned on the television, just to find out what had happened that night.

The news report came on just at the right time. It was outside a hospital; a hospital the Doctor remembered all too well.

"_Last night came as a shock to many as__,__ the so called zombies__,__ attacked thousands of buildings across the city. They seem to be the carrier of some kind of virus and nationwide unrest has caused the entire city to be quarantined. The old, ill and weak seem to have been the __main victims__ of the __virus__ and many hospitals have been attacked__;__ including Walker General, which I am at now. Among the many that fled a few Doctor's remained to fend off the dead and help the living.__U__.__N__.__I__.__T__.__ scientists now have these few people in intensive care as all those that remained behind have contracted a virus of sorts that is shutting down their body. All those that have been affected should report to your nearest U__.__N__.__I__.__T__.__ Operative__.__Operatives__ have been dispersed amongst the city…" _

It went on but the Doctor didn't really care then, he turned to Scarlett in a panic.

"Do you have a phone?" He asked.

"Yes," she replied quickly, pulling a mobile from her pocket. The Doctor took it from her, and turned to River.

"I need to call U.N.I.T. now, straight to the top." He said. River nodded and started pressing buttons on the vortex manipulator. The phone in the Doctor's hand began to dial and he put it to his ear.

"What's wrong?" River asked, concerned.

"Someone I used to know, they work at that hospital. I have to make sure they're okay."

The phone connected. "This is the Doctor," he said clearly. "Give me all the names of the people that contracted the poison last night from Walker General hospital."

"Wait, sorry sir, how did you connect to this number?"

"This is the Doctor!" He shouted.

"The Doctor?" The U.N.I.T. member, a strong male voice asked.

"Yes, the very same, now hurry and get me that list!"

"Yes sir."

"Stop saluting, and get on with it." He added.

"How did you…"

"Just do it!"

A few moments later the member returned to the phone, "Any name in particular Doctor?" He asked.

"Yes, Doctor Grace Holloway. She was a cardiologist, or is..."

"Sorry sir, she is on the list."

"Where are they?" He demanded.

"City hall, sir, they were moved there as it's our base of command right now." The Doctor hung up the phone. "Scarlett, we need to get to city hall." He said quickly.

"And the dead?" Scarlett asked.

"Who is this Grace?" River asked.

"She saved my life before. An old companion of sorts." The Doctor answered. "And the dead won't be bothering us. The day's light, it severs the link. I don't know how, but what does matter is that they have to hide during the day."

River pushed open the door, and looked out at the day light. "Are you helping to fix this?" She asked him.

"No, but I'm not just going to watch a friend die." He answered. "We save her, we find the TARDIS, and we get out of here." The Doctor stepped past River out into the day light.

"Doctor," Scarlett began. "The city hall, it's miles away."

"Then we need transport." He said.

River reached down to the vortex manipulator again, and started pressing buttons. "Got it." She said with a smug smile, reaching for both the Doctor's and Scarlett's shoulders - a millisecond later, the three disappeared.

**0oOo0**

The Doctor, River, and Scarlett arrived outside the city hall. It was an extremely large building, all made of white stone. When everything was okay it would have looked wonderful, but now it was surrounded by barbed wire fences, men with guns and lots of different vehicles. Some loaded with more guns, some with giant speakers for relaying messages to the people of the city.

The Doctor started walking in, ignoring anyone that asked for his name. When he finally got to impassable people, he reached into his pocket for his psychic paper, before he realised he didn't have it. "I'm the Doctor, let me in to see the infected, now!"

"No doctors are being allowed in, Sir."

"I'm not _a_ Doctor, I'm _the_ Doctor, as in the Doctor that was the reason most of your major operations went well! As in the Time Lord Doctor that wants access to the infected now!"

The U.N.I.T. operative stood back, completely awe struck and very frightened. Finally getting some sort of brain process going again, he threw open the doors.

"Here Doctor. Sorry Doctor." He said. "Please be careful though Doctor, the virus can be passed on by a single bite."

"Thank you." Was all the Doctor had to say as he walked in. River and Scarlett followed him, and the doors slammed shut behind them, the Doctor looked around him.

Thousands of beds lined the walls, each occupied by someone. They looked as pale as ghosts and no one sat at their side. In the centre of the room many desks and scientific equipment rested which were used by a large amount of scientists who were busy rushing about, until the Doctor had walked in. "Who are you"? One asked.

"The Doctor," he answered. "Now what do you know?"

"How can we trust you're _the_ Doctor?" He asked. The Doctor shook his head and spat out some regenerative energy into the air.

"Just regenerated." The Doctor said bluntly.

"Sorry sir, just have to check." The scientist apologised sincerely.

"No problem," he said. "Now, what's going on?"

"We know it's a virus in the bloodstream. It's slowly killing them, making them try to do what the dead are doing. They usually gain control before then, but the periods out of control are getting longer."

"Okay," the Doctor said. "I'll need some of their blood and blood from the dead. Get me some!" The scientist called over someone and told him what to do. After that was done he turned back to the Doctor.

"Anything else Doctor?"

"Yes," he said. "What do you know of the source of the outbreak?"

"Our operatives tracked it down, but when they entered they were killed - well everyone, but one. Whatever it is, it not only has the ability to not only defend itself, but also move as we've now tracked it to another location in the city. The only thing we know about it is that it drove our man insane. He said all he could hear was the beating of the drums."

The Doctor fell silent. "We know that the Time Lord, 'the Master' used to hear the very same thing. Is this connected Doctor?"

"The Master is dead." He replied dryly. "But it very well could be. He always left things behind, so that even after he was gone from this place he could continue, but this still doesn't sound like him. He always had a purpose…"

"As for all other strikes on the source," the Doctor continued. "Call them off; you'll just lose more men. We need to focus on two things now, saving these people and severing the connection."

"Yes sir." The scientist answered. "Anything else sir?"

"Where is Grace Holloway?" He asked. The Scientist looked around, trying to figure out where the good doctor was.

"There sir, twelve beds that way." He answered pointing to the left hand wall.

"Thank you." The Doctor replied before sprinting off, River and Scarlett who had remained quiet the entire time close behind, the Doctor stopped beside Grace's bed.

"How things have changed." He said with a laugh. Grace looked up at him and the Doctor down at her. She was a middle aged, ginger haired woman. She lay there peacefully, but she looked so pale, on the verge of death.

"Have you come to help me?" She asked.

"You don't remember me Grace," he began. "But we met a few years ago."

Grace paused for a moment. "Who are you?" She asked. The Doctor picked up her hand carefully and placed it against the right hand side of his chest, "Two hearts…" She said slowly before it clicked. "Doctor?" He smiled down at her again.

"But, you've changed, again." She said.

"A few times actually," He laughed. "I wanted to come and see you, but there was never any trouble."

"So why are you here now?" She asked him.

"I wanted to help you," he answered. "Just like how you helped those people."

"You told me I'd do great things Doctor, but do I die here? You said you knew my future."

The Doctor laughed. "I never knew your exact future Grace, I knew only that you'd make breakthroughs so many times."

"And I have…" She said. "But what happens now?"

"What happens now is I'll save you." The Doctor backed away, and turned to River, "River?" He began.

"I'll watch her." She said with a smile, before the Doctor could ask the question.

"Scarlett, with me." He ordered, as he marched towards the centre of the room.

**Authors Note**: And that's how that cookie crumbles… hmm why I like that saying I do not know. I use it often, too often me thinks. Anyway, forget about cookies. The chapter. I apologise for its length, but do hope you enjoyed none the less. The Doctor may say he doesn't want to get involved but he sure seems to be, so to find out how he does exactly, you'll have to read the next chapter. :D Now please if you have time could you rate and or review, it would be greatly appreciated. Many thanks for reading, and I'll see you next time. :D


End file.
